2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter...

68
2010 Annual Report

Transcript of 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter...

Page 1: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

2010 Annual Report

Page 2: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

Corporate DirectoryDirectorsKen LimBCom, CA, FTIA(Executive Chairman)

Joshua WellischBSc (Info Tech), Post Grad Dip (Proj Mgmt)(Executive Director)

Tim CarterBSc(Hons), MAusIMM(Executive Director)

Company SecretaryKen LimBCom, CA, FTIA

Registered OfficeSuite 3, 72 Canning HighwayVictoria Park, WA 6100Telephone: (08) 9361 3887Facsimile: (08) 9361 2658Email: [email protected]

Postal AddressSuite 3, 72 Canning HighwayVictoria Park, WA 6100

AuditorsErnst & YoungChartered Accountants11 Mounts Bay RoadPERTH Western Australia 6000

Share RegistrySecurity Transfer Registrars Pty Ltd770 Canning HighwayAPPLECROSS Western Australia 6153Telephone: (08) 9315 2333Facsimile: (08) 9315 2233Website: www.securitytransfer.com.au

ASX CodesOROOROOA

ABN16 009 146 794

Websitewww.oroya.com.au

Table of ContentsCorporate Directory inside cover

Chairman’s Address 1

Projects 2

Directors’ Report 13

Auditor’s Independence Declaration 21

Consolidated Statement of Comprehensive Income 22

Consolidated Statement of Financial Position 23

Consolidated Statement of Changes in Equity 24

Consolidated Statement of Cash Flows 25

Notes to the Financial Statements 26

Directors’ Declaration 53

Independent Audit Report 54

Corporate Governance 56

Shareholders’ Information 61

Tenement Schedule 63

Page 3: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

1

Chairman’s Address

Dear Shareholder,

I am pleased to present to you the 2010 Annual Report for Oroya. The previous year has been a watershed for your company with three projects now ready for drill testing; including a rare earth elements target at Mt Barrett in Western Australia. The company also farmed out the Sofala Project in central-west New South Wales to Neo Resources Ltd.

Oroya’s key objective is the discovery and mining of large, bulk tonnage, gold and base metal deposits. The Company holds 9 active exploration projects in Western Australia, New South Wales and Victoria and is committed to defining drill targets for their ultimate evaluation. Regional exploration by the Company’s technical team, consultants, contractors and joint venture partners over the previous few years has defined a number of regional gold and base metal targets.

At Mount Barrett project in Western Australia, Oroya plans to drill test the M12 anomaly, a discrete 3 kilometre diameter “Bulls-Eye” strongly magnetic intrusive feature, interpreted as a possible Mt Weld-style carbonatite-type target with potential rare earth elements.

Oroya also holds the Roe Hills nickel-sulphide project, east of Kambalda in Western Australia and, with its consultants, is reviewing the large database which includes intersection of komatiitic nickel sulphides of 0.5 metre of 6.15% and 0.38% copper. Further ground work is proposed following completion of this work.

Oroya entered into the Wiagdon Thrust Joint Venture (WTJV) with Neo Resources Limited (Neo) (previously called Ort Limited) under which Oroya is free-carried with 30% to a decision to mine. The WTJV comprises the 10 Sofala Gold Project ELs held by Oroya and covers an area of about 2,000 square kilometres in central west New South Wales. Neo is following up Oroya’s previous work which identified a number of regional gold targets. The principal target is large tonnage, disseminated and vein-hosted gold and base metal deposits.

At Orbost in Eastern Victoria, Oroya is waiting for the grant of 4 exploration licence applications covering copper metallogenic zone which is prospective for Cadia-style porphyry copper-gold mineralization. Previous explorers in the 70s and 80s discovered porphyry copper mineralisation but systematic gold analysis was not undertaken.

Infill drainage and soil sampling at Pambula and Moruya gold projects (New South Wales) were completed and samples have been submitted for analysis and results are pending.

At the Ballarat North gold project in central Victoria where Oroya will be targeting the projected extensions of the Ballarat West goldfield. Oroya believes that the rich historic Ballarat West goldfield extends through Oroya’s project area and into the Creswick goldfield 15 kilometres along strike to the north of Ballarat.

Also in central Victoria, Oroya is defining drill targets at the Beaufort gold project which covers part of the historic 1 million ounce Fiery Creek goldfield where high-grade surface alluvial and deep lead gold deposits have been mined for several decades. Oroya has identified targets it believes hosts the source of the rich historic gold deposits. The principal target is disseminated stockwork style open-cut gold mineralisation and high-grade vein-hosted deposits.

On behalf of the Board, I thank you for your support and look forward to reporting on the results of our proposed drill testing programs and other exploration results as they become available.

Ken LimChairman

Page 4: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

2

Projects

Western australiaMt Barrett Project(Oroya 100%)

Mt Barrett is situated 160 kilometres north-northeast of Laverton in Western Australia and covers the poorly exposed Ulrich Range greenstone belt on the north-eastern margin of the Archaean Yilgarn Craton. The project consists of 1 exploration licence and is being explored for rare earth elements, base metals and gold.

The main target at Mt Barrett is the discrete 3 km diameter “Bulls-Eye” intrusive and strongly magnetic M12 anomaly which will be drill tested as a possible Mt Weld-style carbonatite-type target with potential for rare earth elements (Figures 2 & 3).

495000mE 500000mE 505500mE 510000mE 515500mE 520000mE 525000mE 530000mE

6970

000m

N

6975

000m

N

6980

000m

N

6985

000m

N

6990

000m

N

6995

000m

N

Targeted magneticanomaly

Figure 2. M12 aeromagnetic anomaly Figure 3. 3D magnetic model of M12

Figure 1. Projects location plan

Page 5: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

3

Roe Hills Nickel Project(Oroya 100%)

The Roe Hills nickel project covers a 30 kilometre long belt of ultramafic rocks, 85 kilometres east of the Kambalda nickel mining centre in Western Australia (Figure 4).

Oroya holds 3 exploration licences and 1 exploration licence application covering the Roe Hills ultramafic sequences.

Previous work includes regional geochemistry, air core, RC and diamond drill testing and Electromagnetic (EM) geophysical surveys.

Geochemistry, geophysics, petrology and known nickel sulphide positions suggest strong potential for Kambalda-type komatiite nickel deposits.

Previous drill intersections include 0.5 metres of 6.15% nickel and 0.38% copper from 155 metres hole depth in diamond drill hole ROE 114 at Talc Lake. The mineralization conforms to the Kambalda style where nickel sulphides are characteristically located in embayments or troughs under ‘channel flow facies’ of the host komatiite.

A review of the project data by Oroya and a consultant has identified numerous nickel targets remaining to be evaluated. These targets include the following:

Talc Lake

• Follow-uptothesouthofpreviousROE114interceptatTalcLake.

• Off-holeEMconductoridentifiedbutnottestedtoOroya’sORTL1drillhole([email protected]%Ni,0.23%Cu).

• Possibilityofoff-holeconductorbelowOroya’sORTL2drillhole([email protected]%Ni,0.25%Cu).

• UndrilledmovingloopEManomaly.

Roe 2

• Previous nickel sulphide intersection of 8.6 m @ 0.45% Ni not explained and coincides with strong surfacegeochemistry.

Roe 1

• Strongnickel,copperandplatinumgroupelementanomalismnotexplained.

The results of exploration including petrology, geochemistry and geophysics demonstrate the strong potential of the project for Kambalda-style nickel sulphide deposits. The nickel-fertile ultramafic belt at Roe Hills is extensive and exploration to date has focused on a relatively small part of the overall area with limited drill testing. Nickel sulphides occur at or near the basal contacts of komatiitic ultramafic lava flows, as with the channel-type nickel sulphide deposits at Kambalda.

The Company is reviewing the substantial database in preparation for continuing nickel sulphide exploration on the project.

Gold Potential at Roe HillsDuring exploration for nickel at Talc Lake, significant gold values were intersected in drill hole Roe 100 with 2 metres at 2.7 g/t gold from 44 metres hole depth, drill hole Roe 114 with 2 metres at 2.6 g/t gold from 132 metres hole depth and drill hole ROE 147 with 2 metres at 11 g/t gold from 138 metres hole depth. None of these drill intercepts have been followed up.

Page 6: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

4

Projects continued

Western australia continuedRoe Hills Nickel Project continued

Figure 4. Roe Hills Geology

Page 7: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

5

Central VictoriaMt Piper Gold Project(Oroya 100%)

The Mt Piper Gold Project is located in central Victoria, 80 kilometres north of Melbourne and occurs over an area considered by Oroya to be prospective for gold-antimony mineralisation similar to the Fosterville-style or Nagambie-style mineralisation. Oroya has been actively exploring the project and has completed the regional geochemistry programs successfully identifying various gold-antimony anomalous targets.

Oroya completed the regional stream sediment (drainage) sampling over the Mt Piper project earlier this year and identified a number of drainage anomalies, including the Glenaroua South and Tyaak areas (Figure 5: locality 1). The results confirmed a new gold anomalous zone in an area where mineralisation was previously unknown. The new results include two distinctly anomalous sample sites with Bulk Leach Extractable Gold (BLEG) values up to 23.3 ppb (parts per billion) in one gully and 4.5 ppb gold in an adjacent gully. These values are supported by anomalous -80# (minus 80 mesh) drainage samples from the same locations with values up to 4.1 ppb gold, 4,100 ppb antimony and 5,800 ppb arsenic. The reliability of the results from the more anomalous of these sites was confirmed by duplicate sampling and analysis.

The latest results in this zone support Oroya’s earlier sampling, and when combined, they indicate a source that has been shedding mineralisation over a minimum of 2.5 kilometres in strike length. Other BLEG drainage results above 2 ppb gold suggest a possible extension of the same zone for a further 3 kilometres southwards. Values reach 6,900 ppb antimony/10,000 ppb arsenic to the south and 10,200 ppb antimony/5,800 ppb arsenic to the north of this new zone.

The combination of antimony and arsenic with gold is characteristic of the type of gold mineralisation targeted at Mt Piper by Oroya. This geochemical association further confirms the adopted geological model because it is characteristic of the major Fosterville ore bodies in production east of Bendigo and the Nagambie gold mine operated to the north of Oroya’s tenements in the 1980s. These are large tonnage deposits with sulphide-locked, micron-sized (very fine grained) gold which shed negligible alluvial gold into adjacent streams and which were therefore not a type of deposit easily discovered by 19th century prospectors.

Two other sites with low-level anomalies and similar elemental associations were also identified from the recent -80# sampling. One is near Pyalong (Figure 5: locality 2) and has 2.3 ppb gold (BLEG), 2.5 ppb gold (-80#) and 6,700 ppb arsenic (-80#). The other new site (Figure 5: locality 3) is close to Seymour and returned 2.2 ppb gold (-80#) with anomalous values of 2,200 ppb antimony and 6,100 ppb arsenic. This site is well north of, but along strike from previous Oroya BLEG anomalies at Heywood Hill where gold values to 2.9 ppb, antimony values to 2,600 ppb and arsenic to 6,000 ppb were obtained.

Results from orientation soil sampling over Glenaroua South returned coincident -80# soil values of gold to 250 ppb, arsenic to 169 ppm and antimony to 12 ppm. This work has confirmed that regional soil lines will provide the fastest and most definitive method of identifying drill targets in the anomalous target areas. Follow-up geochemistry and geological mapping are planned.

Figure 5. Mt Piper Regional Anomalies

Page 8: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

6

Projects continued

Central Victoria continuedBallarat North Gold Project(Oroya 100%)

The Ballarat North Gold Project encompasses the northern extensions of the active Ballarat goldfield whose historic production is estimated at 15.2 million ounces of gold, and forms part of the historic Creswick goldfield.

The Ballarat West goldfield is believed to extend north into EL4943. The Creswick goldfield lies 15 kilometres along strike to the north of Ballarat and produced about 2.5 million ounces of alluvial gold, partly within Oroya’s project area.

Oroya’s principal target is between and along strike of the Ballarat goldfields in an area of previous alluvial gold mining in the 1860s in the vicinity of the Deadhorse lead (buried palaeoplacer). The southern end of this target, within Oroya’s project area, is only 4 kilometres north of the main Ballarat West goldfield and 2 kilometres north of its northernmost mined quartz reef. Oroya believes that the full projected width of the Ballarat West field would fall within the project area over the 5 kilometres strike length considered to be the main target area.

Key points for the targets generated for drill testing at Ballarat North are as follows:

• theDeadhorsedeepleadproduced2.2tonnesofgold(70,000ounces)downstreamfromtheBallaratWestprojectedlode position on the project area;

• sixgoldnuggets from10ounces to85ounceswere recorded from theworkingsof thehistoric“Ballarat ExtensionCompany” and are unlikely to have travelled far from their source;

• quartzveininghasbeenrecordedinanumberofhistoricPalaeoplacermines;and• thenorthernmarginoftheBallaratWestgoldfieldisdevoidofanyhistoricormodernexplorationdrillingintheproposed

target area.

Oroya has identified 3 diamond drill targets in the target area and a ground intrusive work plan for the drill testing has been approved by the Department of Primary Industries in Victoria. Drill testing is subject to final target review and landholder access negotiations.

Beaufort Gold Project(Oroya 100%)

The Beaufort Gold Project is centred on the township of Beaufort and covers part of the historic Fiery Creek goldfield (1 million ounce goldfield) where economically very significant high-grade surface alluvial and deep lead gold deposits were mined for many decades.

The Fiery Creek and Yam Hole alluvial diggings were reported to be ‘phenomenally rich’ although systematic records of early gold production were not kept. For a brief period in the 1850s, there were said to be some 60,000 people on the goldfield, an indication of the size and relative economic importance of the original ‘gold rush’. Post 1870 production is said to exceed 10 tonnes of gold, mainly from deep leads.

A review of the literature by Oroya suggests that gold in the Ordovician basement rocks (bedrock) has been reported, but production has been negligible and little progress has been made toward outlining economic gold resources.

Explorers in recent decades report definition of ‘prospective primary gold zones’, particularly in sulphidic black slate units but for various reasons, including land access issues and incomplete tenement holdings, did not pursue detailed exploration of these targets. Oroya, however, has secured a large land holding over the main area of interest.

Oroya believes that the source of the extensive alluvial and deep lead gold deposits is the erosion of bedrock that forms a “dome-like” structure in the centre of the project area. The drill targets are positioned to test this structure for near surface disseminated stockwork style gold and high-grade vein-hosted gold deposits.

A Ground Intrusive Work Plan for drill testing has been approved by the Department of Primary Industries in Victoria with drill testing subject to final drill hole location and access negotiations.

Page 9: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

7

Central‐West new South WalesWiagdon Thrust Joint Venture(Oroya 30% free-carried)

Oroya has farmed-out its Sofala gold project to Neo Resources Limited (Neo) who were previously called ORT Limited, under a joint venture called Wiagdon Thrust Joint Venture (WTJV). The project is centred upon the regional hub of Mudgee and extends from just north of Sofala in the south to Gulgong in the north, a strike distance of about 100 kilometres, and covers a total area of approximately 2,000 km². Both towns are noted for their exploration and mining history and the intervening country features numerous historic small hard rock and alluvial gold workings. Recorded past production from adjacent or included historical goldfields exceeds 2.1 million ounces of gold. Specifically, the project area lies within the north-eastern part of the Hill End Trough which is noted for its gold and base-metals mineralisation.

The rocks of the LFB outcrop extensively throughout New South Wales and Victoria. Internally, the belt is composed of a series of anticlinorial and synclinorial zones aligned on parallel north to northwesterly trends, with associated regional scale faults of varying magnitude. Granites have commonly been intruded preferentially into anticlinorial zones. Figure 6 shows the WTJV tenements outlined in red in relation to the LFB geology.

The Wiagdon Thrust, from which the joint venture takes its name, is a major thrust fault which extends north-south (becoming the Mudgee fault north of Aarons Pass Granite) along the full coverage of the licences. The major structure (and its splay faults) dominates the regional and local geology and much of the gold and base metal anomalism recently defined by Oroya, as well as a number of historic workings, are spatially associated with this structure and almost certainly controlled by it.

Figure 6. LFB geology and WTJV tenements (outlined in red)

Page 10: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

8

Projects continued

Central‐West new South Wales continuedWiagdon Thrust Joint Venture continuedThe WTJVs principal exploration objective is the discovery of large tonnage disseminated gold deposits. A large number of gold and gold-antimony prospects and alluvial gold deposits are known within the Project area, but despite it being within an important gold province, a review of available data indicates that there has been only very limited or no modern gold exploration, with only limited shallow and no deep drilling. This contrasts markedly to the more advanced exploration and development history of the Western Australian goldfields.

The locations of the better documented alluvial gold leads (trains) within and adjoining the WTJV area are shown in Figure 7. It is believed that additional leads to those shown were worked at various times, but have not been compiled in the official records, e.g. in the Crudine area in the southern part of the WTJV tenements. There is a suggestion from this map that the hardrock sources of some of these alluvial deposits may be located within the southern half of the WTJV’s tenements.

Recent stream sediment sampling by Oroya has resulted in a quality, fully validated geochemical database of drainage sediment samples, as well as a number of reconnaissance rock chip samples which were collected from selected sites of interest.

Analytical results from the sediment sampling programme outlined seven large areas of anomalous metal values (defined by various associations of BLEG and ICP gold and supporting elements), the outlines of which are shown on Figure 8.

On 11 June 2010 the WTJV reported encouraging results from a program of stream sediment sampling which was carried out over the Windamere West Anomaly area to determine the extent of the gold anomaly previously established by Oroya.

Figure 7. Location of historic gold leads at the WTJV Figure 8. WTJV gold anomaliesOML = Oroya Mining Limited OML = Oroya Mining Limited

Page 11: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

9

Although the recent sampling returned much lower zinc values compared with the previous samples taken in the area, Neo was pleased to report that substantially higher anomalous gold, arsenic and copper values were returned defining three new anomalous zones depicted in Figure 9.

Windamere West Gold Anomalies

Anomaly 1This Anomaly consists of two -80# (minus 80 mesh) stream sediment samples. The first has 24.4ppb (parts per billion) gold, 15.4ppm (parts per million) arsenic and 181ppm copper. The second has 30.8ppb gold, 8.6ppm arsenic and 123ppm copper. Significant quartz stockworks were observed in the vicinity of the second high gold sample but have not yet been sampled. The other 2 samples have arsenic values of 11.3ppm and 14.7ppm.

Anomaly 2This Anomaly consists of three -80# stream sediment samples with gold values from 6.4ppb to 75.4ppb.

Anomaly 3This is a large anomalous zone with three gold values in excess of 8ppb and peaking at 88.5ppb, three copper values in excess of 100ppm and 11 arsenic values from 6ppm to 17.4ppm.

These results are highly encouraging and further soil sampling and geological mapping are proposed.

Terms of the WTJVUnder the terms of the WTJV, Neo are managing the project and may earn a 70% interest by funding exploration and administration to a value of $1.5 million over a two year period during the earn-in phase. At the date of this report, Neo had expended about $500,000 on the project. After the earn-in phase, Oroya will be free-carried with a 30% interest to completion of a feasibility study and a decision to mine. Following a decision to mine, both joint venture parties will contribute to development expenditure in accordance with their interest or dilute under a standard dilution formula. If a joint venture party’s interest dilutes to 10% or less, that party will be deemed to have withdrawn from the WTJV and their interest will convert to a 2% net smelter royalty.

The WTJV includes an area of influence in which interests in tenements acquired by either party within 25 kilometres of the project tenements will be included in the joint venture.

Figure 9. Location of historic gold leads at the WTJV

Page 12: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

10

Projects continued

South-east Coastal new South WalesPambula Gold Project(Oroya 100%)

The Pambula Gold Project is located about 10 kilometres southeast of Bega in south-eastern coastal New South Wales.

Oroya is exploring the project for large tonnage disseminated epithermal gold-pyrite mineralization hosted by rhyolitic and basaltic volcanics and associated sediments of the Late Devonian Boyd Volcanic Complex. These rocks are part of the Eden-Comerang-Yalwal Volcanic Zone which extends over 300 kilometres and have yielded epithermal gold at Pambula, Moruya and Yalwal.

Drainage (stream sediment) sampling by Oroya at Pambula has so far identified 4 gold anomalous areas, supported by anomalous copper, lead, zinc and arsenic geochemistry (Figure 10).

Anomaly 1An area of geochemically anomalous drainages south of the historic Back Creek pyrophyllite mine in EL6716. Fourteen drainage sites contain anomalous gold peaking at 58 ppb and supported by anomalous arsenic, copper, zinc and molybdenum. There is no historical gold mining and little known modern gold exploration in the area.

Anomaly 2Consists of widespread stream sediment anomalies outside and to the west of the Wolumla goldfield. Widespread gold values peak at 46 ppb, with supporting arsenic associated with Devonian basalts which are the host rocks of the Wolumla goldfield. Seven anomalous sites warranting further work occur in a zone extending a further 4 kilometres to the west. There has been no historical mining or modern gold exploration recorded from the area.

Anomaly 3Consists of anomalous drainage samples from 9 to 14 ppb gold obtained northwest of Wolumla township and to the south of the town. There has been no historical mining or known modern exploration of the area. The area, which may be underlain by granite, is considered of importance because of similarities to granite-hosted gold lodes at Majors Creek, 150 kilometres to the north.

Anomaly 4Lies within an area of drainage sampling near a known historical gold working and features anomalous gold with strong supporting copper and zinc. Further sampling is required to complete coverage.

Further infill drainage sampling will be completed during the December 2010 quarter to better define local gold targets. Following the results of this work, further infill soil sampling and local field mapping are expected to define drill targets.

Page 13: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

11

Moruya Gold Project(Oroya 100%)

The Moruya Gold Project is located near the town of Moruya on the east coast of New South Wales and comprises 2 exploration licences on an historic goldfield. Oroya’s main exploration target at Moruya is high-grade quartz veins/stockwork vein systems associated with granite intrusions (Cadia Hill-style).

Oroya has completed a number of regional drainage geochemistry programs at Moruya using bulk leach extractable gold (BLEG) and stream sediment multi-element (SSME) analytical techniques (Figure 11).

For gold, 19 BLEG results were recorded above a nominal significance threshold of 5 ppb gold, to a maximum of 279.3 ppb gold, while 51 SSME results were recorded above 5ppb gold, to a maximum of 1,500ppb (1.5 grams per tonne) gold at Bimbimbie.

Multi-element SSME sampling results reflect useful geochemical correlations between gold and arsenic, mercury, bismuth, molybdenum and antimony.

The regional work completed by Oroya has identified the following exploration priorities:

• Wagongahard-rockgoldminingarea.• NortherngraniteareassuchastheMogendouraandBimbimbiegoldanomalouszones.• TheoverlappingWagongaandWhittakersgroupsofgoldworkings.• ThesouthernpartoftheDonkeyHillFractureZone.

Further infill drainage sampling and soil sampling will be completed in the December quarter 2010.

Figure 10. Pambula tenements and anomalous areas Figure 11. Moruya tenements and anomalous areas

Page 14: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

12

Projects continued

eastern Victoria

Orbost Gold Project(Oroya 100%)

At the Orbost Copper-Gold Project, about 30 kilometres west of Club Terrace, four exploration licence applications cover a regional copper metallogenic zone which is prospective for porphyry copper-gold mineralization (Cadia-style).

In the 1970s and 1980s, US explorer Pickands Mather and others discovered porphyry copper mineralization associated with granodiorites in this area, and drilled a limited number of diamond core holes. Initial investigation by Oroya of previous work reveals that original drill core remains in storage and that systematic gold assaying was not undertaken in either drill core or in geochemical drainage and soil sampling, leaving the way open for Oroya to demonstrate that the region has untested potential for the discovery of Cadia-style porphyry copper-gold mineralization.

Oroya is waiting on the grant of the exploration licences before commencing any fieldwork.

Club Terrace Gold Project(Oroya 100%)

The Club Terrace Gold Project tenements cover part of the regional-scale Combienbar Fault system which extends from the Bemm River goldfield, near the south coast of Victoria, north into Oroya’s Craigie tenement application ELA3905 in New South Wales.

Oroya has completed a substantial amount of regional and follow-up geochemistry and is reviewing the results of this work before commencing further work on the project.

Page 15: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

13

Directors’ Report

Your directors submit their report for the year ended 30 June 2010.

directorsThe names and details of the Company’s directors in office during the financial year and until the date of this report are listed below. Directors were in office for this entire period unless otherwise stated.

Names, qualifications, experience and special responsibilities

Mr Kenneth M.K. Lim (Chairman and Company Secretary)BCom, CA, FTIA

Mr Lim graduated from the University of Melbourne with a Bachelor of Commerce degree and is a member of The Institute of Chartered Accountants in Australia and a fellow of the Taxation Institute of Australia.

Mr Lim has more than 20 years experience in the mining and exploration industry and was company secretary for several Australian mining and exploration companies. He is also the non-executive chairman of ASX listed Siburan Resources Limited appointed on 12 November 2009.

Mr Timothy J. Carter (Executive Director)BSc (Hons)(Geol), MAusIMM

Mr Carter has more than 20 years experience in management positions with Australian mining and exploration companies including Kennecott Exploration. His previous directorships include Great Victoria Gold, Spargos Mining and Samson Exploration. He is responsible for Oroya’s technical operations and assists with the administrative functions, compliance and regulatory ASX and ASIC reporting requirements.

Mr Carter has not been a director of any other listed companies in the last 3 years.

Mr Joshua Wellisch (Executive Director)BSc (Info Tech), Post Grad Dip (Proj Mgmt)

Mr Wellisch was appointed a director on 4 September 2009 and brings his project management experience to the Board of Oroya. He has a Bachelor of Science degree from Murdoch University and a Post Graduate Diploma in Project Management from Curtin University. He previously worked as project manager for a major telephony and internet company. He was a director of Oz Brewing Limited from 30 July 2008 to 5 September 2008. He is also a non-executive director of Datamotion Asia Pacific Limited appointed on 4 December 2009.

Mr Stephen H. Shedden (Managing Director, resigned 4 September 2009)BSc (Hons)(Geol), MAusIMM, MAIG

Mr Shedden is a graduate in Applied Geology from the Ballarat School of Mines and Industries and its successor institutions.

He has more than 30 years mining and exploration experience, particularly in Western Australia and Papua New Guinea, with leading companies including CRA Exploration, Newcrest Mining, Esso PNG and Kalgoorlie Consolidated Gold Mines. Mr Shedden was the founding Managing Director of Gindalbie Metals Ltd. He has not been a director of any other listed companies in the last 3 years up to the time of his resignation on 4 September 2009.

Mr Douglas V. Bright (Operations Director, resigned 4 September 2009)BSc (Geol, Zool), MAusIMM, MAEG, MAIG

Mr Bright is a qualified geologist with more than 30 years experience in exploration, mining and plant operations in Australia and overseas.

He was responsible for Oroya’s technical operations and has not been a director of any other listed companies in the last 3 years up to the time of his resignation on 4 September 2009.

Page 16: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

14

Directors’ Report continued

interests in Shares and Options of the CompanyAs at the date of this report, the interest of the directors in shares and options of Oroya Mining Limited were:

Number of Ordinary SharesNumber of Listed Options

over Ordinary SharesK M K Lim 15,400,000 6,700,000T J Carter 4,000,000 2,000,000

principal activitiesThe principal activities of the Company and the economic entity during the course of the financial year were in mineral exploration.

Operating resultsThe operating loss for the year after income tax for the financial year ended 30 June 2010 was $577,270 (2009 loss $1,757,144).

dividendsDuring the year no dividends were paid. No dividend is recommended.

Significant Changes in the State of affairsOn 14 July 2009 the Company completed a share placement of 68,398,012 ordinary fully paid shares at a price of 0.25 cents each to a client of Patersons Securities Limited and raised $170,995 before costs.

On 29 July 2009 the Company issued 67,536 ordinary fully paid shares at 0.8 cents each from exercise of options raising $540.

On 25 August 2009 the Company completed 2 for 3 entitlement issue of 349,589,840 ordinary fully paid shares at application price of 0.25 cents per shares with 174,795,024 free attaching options exercisable at 0.8 cent each by 1 December 2011 raising $873,975 before cost.

On 4 September 2009 Mr S Shedden and Mr D Bright resigned as directors of the Company and Mr J Wellisch was appointed to the Board.

Significant events after the Balance dateSincetheendofthefinancialyear,nomattersorcircumstanceshaveoccurredthathaveormaysignificantlyaffecttheoperationsorthestateofaffairsoftheCompanyandtheconsolidatedentityinsubsequentfinancialyearsotherthanashareplacementon 30 July 2010 of 130,000,000 ordinary fully paid shares at a price of 0.16 cents each to clients of CPS Securities Limited which raised $208,000 before costs.

On 1 September 2010, the Company lodged a Prospectus with ASIC and ASX for a non-renounceable rights issue (Issue) to shareholders to raise about $2,000,000 before costs. The Issue is on the basis of 1 new share for every 1 share held by eligible shareholders at an issue price of $0.002 (0.2 cents) each per new share. Private investors Tangram Pty Ltd and Intercorp Pty Ltd have agreed to underwrite $500,000 of the Issue. Under the Terms of the underwriting agreements, Tangram and Intercorp have agreedtosubscribefor$250,000eachofanyshortfallsharesunderthesametermsasofferedtoshareholders.TheClosingDatefor the Issue is 29 September 2010.

Share Options At the balance date there were 251,584,772 options exercisable at 0.8 cents each on or before 1 December 2011.

The Company issued 76,857,284 options exercisable at 0.8 cent on or before 1 December 2011 as a result of the entitlement issue of 17 December 2008. On 25 August 2009 following the completion of the entitlement issue 174,795,024 options expiring

Page 17: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

15

1 December 2011 exercisable at 0.8 cent were issued. During the year a total of 67,536 shares were issued from the exercise of options at an exercise price of 0.8 cents each raising $540.

48,693,809 listed options to subscribe for ordinary shares, exercisable at 4.5 cents each expired on 31 July 2009 without being exercised, and 10,000,000 unlisted options to subscribe for ordinary shares, exercisable at 5 cents each expired on 30 November 2009 without being exercised.

Option holders do not have any right, by virtue of the option, to participate in any share issue of the Company or any related body corporate or in the issue of any other registered scheme.

review of OperationsOroya’s key objective is the discovery and mining of large, bulk tonnage, gold and base metal deposits and the Company’s principal activity during the year was mineral exploration in Western Australia, Victoria and New South Wales. The Company incurred $392,844 exploration and evaluation expenditure during the year (2009: $745,516). This expenditure does not include the expenditure incurred by our exploration partners during the year.

Oroya has completed major regional stream sediment geochemical programs over most of the Lachlan Fold Belt (LFB) project including Mt Piper, Ballarat North, Club Terrace, Beaufort, Pambula and Moruya gold projects. In addition, the Company has farmed out its Sofala gold project to Neo Resources Limited under an agreement in which Oroya is free-carried with 30% to a decision to mine.

The Company is committed to defining drill targets for their ultimate evaluation. Regional exploration by the Company’s technical team, consultants, contractors and joint venture partners over the previous few years has defined a number of regional gold and base metal targets. Of immediate interest to the Company are the Mt Piper, Ballarat North and Beaufort gold projects located in Victoria where short follow-up field programs are expected to generate drill targets in 2010.

During the year, Oroya conditionally sold its Pambula and Moruya gold projects (New South Wales) and its Mount Barrett gold and base metal project (Western Australia) to Mammoth Resources Limited (Mammoth). The sale is conditional on Mammoth listing on ASX and will give Oroya 7,500,000 fully paid shares in Mammoth, which will represent about 15% of the diluted capital of Mammoth after completion of its capital raising.

In Western Australia, Oroya is exploring for nickel at Roe Hills located 85 kilometres east of the Kambalda nickel mining centre and with its consultants, is reviewing the large project database. Further ground work is proposed following completion of this work.

These exploration activities have not yet resulted in the discovery of mineral resources.

Likely developments and expected resultsThe Company will continue its evaluation of its mineral projects and undertake generative work to identify and acquire new resource projects. Due to the nature of the business, the result is not predictable.

environmental regulations and performanceThe Company is required to carry out the exploration and evaluation of its mining tenements in accordance with various State Government Acts and Regulations.

In regard to environmental considerations, the Company is required to obtain approval from various State regulatory authorities before any exploration requiring ground disturbance, such as line clearing, drilling programs and costeaning is carried out. It is normally a condition of such regulatory approval that any area of ground disturbed during the company’s activities is rehabilitated in accordance with various guidelines.

There have been no significant breaches of these guidelines.

Page 18: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

16

Directors’ Report continued

remuneration report (audited) (30 June 2010 year-end)This remuneration report outlines the director and executive remuneration arrangements of the Company and the Group in accordance with the requirements of the Corporations Acts 2001 and its Regulations. For the purposes of this report, key management personnel (KMP) of the Group are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company and the Group, directly or indirectly, including a director (whether executive otherwise) of the parent company.

Details of key management personnel (including the highest paid executives of the company and controlled entities)KMK Lim Executive Chairman and Company SecretarySH Shedden Managing Director (resigned on 4 September 2009)DV Bright Operations Director (resigned on 4 September 2009)TJ Carter Executive Director J. Wellisch Executive Director (appointed on 4 September 2009)

Remuneration PhilosophyOroya does not have a remuneration committee. The whole board takes on the function of the remuneration committee with independent advice sought as required. The board draws on comparative salary information determined by independent surveys conducted within the Australian mining industry, to gauge the appropriate terms of employment such that the Company is able tooffercompetitiveremunerationtoattractandretaintheservicesofqualityDirectorsandemployees.TheBoardmeetsatleast annually to review individual directors and officers remuneration. The Board reviews remuneration packages and policies applicable to executive and non-executive directors and senior executives. The board delegates to the Managing Director the management task of determining other employees’ remuneration which must be consistent with approved budgets. The Company does not apply any performance linked remuneration policies at this time and therefore key management personnel remuneration is not linked to company earnings, but may do so if it is considered to be in the Company’s interest.

Remuneration StructureIn accordance with best practice corporate governance, the structure of executive and non-executive director is separate and distinct. At present there is no non-executive director appointed in the company.

Executive Director RemunerationObjective

Oroya aims to reward executives with a level and mix of remuneration commensurate with their position and responsibility so as to align the interests of executives with those of shareholders and to ensure total remuneration is competitive by market standards.

Structure

In determining the level and make-up of the executive remuneration, the board draws on comparative salary information determined by independent surveys conducted within the Australian mining industry and engages external consultants as needed to provide independent advice.

The current remuneration policy adopted is that no element of any executive package be directly related to the Company’s financial performance. Indeed there are no elements of any executive remuneration that are dependent upon the satisfaction of any specific condition. Remuneration is not linked to the performance of the Company but rather on the ability to attract and retain executives of the highest calibre. The overall remuneration policy framework however is structured in an endeavour to advance/create shareholder wealth.

The remuneration package consists of fixed remuneration with an annual allowance for using personal vehicle for company business. Executives are given opportunity to receive their fixed remuneration in a variety of forms including cash and fringe benefits. It is intended that the manner of payment chosen will be optimal for the recipient without undue cost for the Group.

Page 19: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

17

In the year ended 30 June 2007, shareholders approved the issue of unlisted options to executive directors under the Employee Options Plan. The plan has no direct performance requirements but has specified time restrictions on the exercise of options, which indirectly has a market share price performance aspect to it. The executives are able to exercise the share options for up to three years after vesting before the options lapse. Where a participant ceases employment after the vesting of their share options, the share options automatically lapse after six months of ceasing employment. The granting of options is in substance a performance incentive which allows executives to share the rewards of the success of the Company.

As part of the terms and conditions of employment, the Company prohibits executives and directors from entering into arrangements to protect the value of unvested options and shares awards. This includes entering into contracts to hedge their exposure to options or shares granted as part of their remuneration package. Adherence to this policy is monitored on an annual basis.

Messrs Lim and Carter are employed under individual Executive Service Agreements (agreements) which commenced on 1 January 2005 and amended by letter on 27 September 2005 and will continue until new Service Agreements are finalised. Mr Wellisch is employed under a monthly service contract (contract).

The Board has agreed to continue under the terms of the previous agreements or may choose to negotiate new individual service agreements with each of the executive directors. Under the terms of the agreements:

• The remuneration package is agreed between the Company and the executive at the commencement of theemployment. The company may in its absolute discretion at any time after the completion of each calendar year in each year of the term of the agreement, or at any other time as agreed by the Board increase the remuneration and such increase will apply from the date of such determination until the next review date. The fixed remuneration of the executive directors comprises annual cash salary, annual motor vehicle allowance and employer superannuation contribution as disclosed in the following table of Remuneration of Key management Personnel.

• TheexecutivedirectormayresignfromhispositionbygivingtheCompanythreemonths’writtennotice.

• Thecompanymayterminatetheserviceagreementbyprovidingtheexecutivedirectorthreemonths’writtennoticetogether with a severance benefit payment as provided in the agreement. The severance benefit payment is based on the number of years the executive director was employed by the company and has a maximum payment limit of one and two-third time the average total fixed remuneration of the executive director at that time. The average total fixed remuneration is to be calculated over a period of no more than three years immediately preceding the date of termination and comprises the annual salary, the motor vehicle allowance and superannuation contribution.

• TheCompanymayterminatetheserviceagreementatanytimewithoutnotice ifseriousmisconducthasoccurred.In such a case, the Company will only pay the executive director that portion of the fixed remuneration and statutory entitlements accrued to the date of termination.

• It is a condition of the executive director’s continuing employment that he remains a director of the Company.Accordingly, if during the term of the Executive Service Agreement, the executive director fails to be re-elected as a director or is removed as a director by the Company’s shareholders for whatever cause, the employment of the executive director shall automatically terminate without the need for further notice on the date the executive director ceases to be a director. The executive director is then entitled to the severance benefit payment.

Under the terms of the contract, Mr Wellsich through his consulting company Keystone Holdings Pty Ltd, is paid a monthly fee of $6,666.67 plus GST.

Page 20: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

18

Directors’ Report continued

Group Performance

The Company is still in the exploration and evaluation phase of its activities and does not have regular income from mineral production. Over the last five years there were no dividends paid or other returns to shareholders. The performance of the Company over the last five years as reflected by the loss per share is as follow:

2010 2009 2008 2007 2006Loss per share (¢) 0.1 0.5 0.3 0.3 1.3

Remuneration of key management personnel of the Company and the Group:

Executive Directors

Short TermSalary & Fees

$

Short TermNon Monetary

Benefits(Motor Vehicle)

$

Short TermNon Monetary

Benefits(Insurance Premium)

$

PostEmployment

Super-annuation

$

Long Service Benefit

Long Service Leave

$Total

$K M K Lim (Chairman and Company Secretary)2010 50,459 - 2,436 4,541 970 58,4062009 50,459 - 1,929 4,541 970 57,899T J Carter (Executive Director)2010 111,009 - 2,436 9,991 2,130 125,5662009 111,009 - 1929 9,991 2,130 125,059J J Wellisch (Executive Director) (appointed 4/9/2009)2010 66,660 - 2,031 - - 68,6912009 - - - - - -S H Shedden (Managing Director ) (resigned 4/9/2009)2010 70,575 2,970 406 4,789 418 79,1582009 136,514 16,000 1,929 12,286 2,275 169,004D V Bright (Operation Director) (resigned 4/9/2009)2010 54,873 2,970 406 4,495 313 63,1172009 121,835 16,000 1,929 10,965 2,031 152,760Total2010 353,576 5,940 7,715 23,816 3,891 394, 9382009 419,817 32,000 7,716 37,783 7,406 504,722

Unlisted Options Issued to Directors

There were no share options issued to key management personnel (KMP) during the current financial year.

There were no alterations to the terms and conditions of options granted in 2007 as remuneration since the grant date and these options expired on 30 November 2009.

End of Remuneration Report

indemnification and insurance of directors and OfficersDuring or since the financial year, the Company has a contract insuring all the directors of Oroya Mining Limited against costs incurred in defending proceedings for conduct involving:

(i) all interrelated Wrongful Acts of any Insured; or(ii) all interrelated prosecutions or inquiries

which may give rise to a claim as defined below:

Page 21: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

19

(iii) any writ, summons, application or other originating legal or arbitral proceedings, cross claim or counter claim issued against or served upon any of the parties insured by the Policy; or

(iv) any written or verbal demand communicated to any of the Parties insured by the Policy under any circumstance or by whatever means; or

(v) any prosecution or inquiry (criminal or otherwise) of any of the Parties insured by the Policy; or(vi) any investigation, examination, inquiry or other proceedings requiring the compulsory attendance of any of the Parties

insured by the Policy, ordered or commissioned by any tribunal, Board, professional or official body or institution of any of the Parties insured by the Policy.

Insurance premium for the 2010 year totalled $7,715 (2009 year - $7,716).

Corporate informationCorporate StructureOroya Mining Limited is a Company limited by shares that is incorporated and domiciled in Australia. Its ultimate parent entity is Oroya Mining Limited. Oroya Mining Limited has prepared a consolidated financial report incorporating the entities that it controlled during the financial year.

Registered OfficeSuite 3, 72 Canning HighwayVictoria Park, Western Australia, 6100Telephone: (08) 9361 3887

Share RegistrySecurity Transfer Registrars Pty Ltd770 Canning HighwayApplecross, Western Australia, 6153Telephone: (08) 9315 2333

EmployeesThe consolidated entity employed 4 employees as at 30 June 2010 (2009: 5 employees).

directors’ MeetingsThe following table sets out the number of meetings of directors held during the year ended 30 June 2010 and the number of meetings attended by each director:

Meetings of Directors Held While in Office

Number of Meetings Attended

K M K Lim 14 14T J Carter 14 14J Wellisch (appointed 4/9/2009) 8 8S H Shedden (resigned 4/9/2009) 5 5D V Bright (resigned 4/9/2009) 5 5

TheCompanyisnotofasizenorareitsfinancialaffairsofsuchcomplexitytojustifyaseparateAuditCommitteeoftheBoardofDirectors. All matters, which might properly be dealt with by such a committee, are the subject of scrutiny at full Board meetings. During 2 of the meetings, the auditors were in attendance to discuss matters pertaining to the audit and the financial report.

Page 22: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

20

Directors’ Report continued

tax ConsolidationFor the purpose of income tax, Oroya Mining Limited and its 100% owned subsidiaries have not lodged an election to form a tax consolidation group. At the date of signing the financial report, Oroya has not completed its assessment of the cost and benefit of entry into tax consolidation. No decision is required until such time as the Company elect to lodge its first consolidated income tax return.

Corporate governanceThe Company’s corporate governance statement immediately follows the Independent Auditor’s Report.

Competent person declarationThe information in this report that relates to Exploration results and Mineral Resources is based on information compiled by Mr Tim Carter, a member of the Australasian Institute of Mining and Metallurgy and a full time employee of Oroya Mining Limited. Mr Carter has sufficient experience which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 Edition of the ‘Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves.’ Mr Carter consents to the inclusion in the report of the matters based on his information in the form and context in which it appears.

auditor independence and non-audit ServicesThe Auditor’s Independence Declaration immediately follows the Directors’ Declaration and forms part of this Report. The Directors are satisfied as to the independence of the auditors.

During the financial year the entity’s auditor, Ernst & Young did not provide other non-audit service and no other fees were paid or payable to Ernst & Young other than remuneration for audit services.

Signed in accordance with a resolution of directors.

T J Carter K M K LimExecutive Director ChairmanPerth, 30 September 2010 Perth, 30 September 2010

Page 23: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

21

Auditor’s Independence Declaration

Page 24: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

22

FOR THE YEAR ENDED 30 JUNE 2010

Notes2010

$2009

$Continuing Operations

Revenue 3(a) 31,370 27,220

Employee benefits expenseDepreciation expenseExplorationandevaluationcostswrittenoffImpairment loss of available-for-sale financial assetsOccupancy expenseLegal and audit expenseOther expenses

(323,384)(12,494)

-(17,433)(70,071)(66,972)

(118,286)

(248,182)(21,369)

(965,079)-

(119,291)(45,744)

(411,919)

Loss before income tax expense (577,270) (1,784,364)Income tax expenses - -

Total loss for the year (577,270) (1,757,144)

Other comprehensive income for the year, net of tax - -

Total comprehensive loss for the year (577,270) (1,757,144)

2010¢

2009¢

Earning per share (cents per share)Basic loss per share for the yearDiluted loss per share for the year

55

(0.1)(0.1)

(0.5)(0.5)

The above Consolidated Statement of Comprehensive Income is to be read in conjunction with the Notes to the Financial Statements.

Consolidated Statement of Comprehensive Income

Page 25: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

23

AS AT 30 JUNE 2010

Notes2010

$2009

$ASSETSCurrent AssetsCash and cash equivalentsTrade and other receivablesAvailable-for-sale financial assets

16a6a7a

191,54516,21331,367

265,0717,702

-

Total Current Assets 239,125 272,773

Non-current AssetsOther receivablesAvailable-for-sale financial assetsOther assetsPlant and equipmentExploration and evaluation expenditure

6b7b89

10

26,9046,000

140,0004,987

3,081,949

26,9046,000

140,00017,481

2,689,105

Total Non-current Assets 3,259,840 2,879,490

TOTAL ASSETS 3,498,965 3,152,263

LIABILITIESCurrent LiabilitiesTrade and other payablesProvisions

11a12a

59,129155,066

37,605153,081

Total Current Liabilities 214,195 190,686

Non-current LiabilitiesOther payablesProvisions

11b12b

10,0003,119

20,00032,165

Total Non-current Liabilities 13,119 52,165

TOTAL LIABILITIES 227,314 242,851

NET ASSETS 3,271,651 2,909,412

EQUITYContributed equityOther reservesAccumulated losses

131415

31,261,49124,488

(28,014,328)

30,321,98224,488

(27,437,058)

TOTAL EQUITY 3,271,651 2,909,412

The above Consolidated Statement of Financial Position is to be read in conjunction with the Notes to the Financial Statements.

Consolidated Statement of Financial Position

Page 26: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

24

FOR THE YEAR ENDED 30 JUNE 2010

Issued capital

$

Share based Payment reserves

$

Accumulated losses

$Total

$Consolidatedas at 1 July 2009 30,321,982 24,488 (27,437,058) 2,909,412

Loss for the year - - (577,270) (577,270)Other comprehensive income - - - -Total comprehensive loss for the year - - (577,270) (577,270)

Transactions with owners in their capacity as ownersIssue of share capital 1,045,511 - - 1,045,511Transaction costs on share issue (106,002) - - (106,002)

As at 30 June 2010 31,261,491 24,488 (28,014,328) 3,271,651

Consolidatedas at 1 July 2008 29,313,111 24,488 (25,679,914) 3,657,685

Loss for the year - - (1,757,144) (1,757,144)Other comprehensive income - - - -Total comprehensive loss for the year - - (1,757,144) (1,757,144)

Transactions with owners in their capacity as ownersIssue of share capital 1,143,929 - - 1,143,929Transaction costs on share issue (135,058) - - (135,058)

As at 30 June 2009 30,321,982 24,488 (27,437,058) 2,909,412

The above Statement of Changes in Equity is to be read in conjunction with the Notes to the Financial Statements.

Consolidated Statement of Changes in Equity

Page 27: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

25

FOR THE YEAR ENDED 30 JUNE 2010

Notes2010

$2009

$Cash flows from operating activities

Payments to suppliers and employeesInterest received

(595,067)19,873

(495,153)29,334

Net cash flows used in operating activities 16b (575,194) (465,819)

Cash flows from investing activitiesProceeds from sale of tenementProceeds from sale of available-for-sale InvestmentsPurchase of available-for-sale InvestmentsFunds deposited for performance bondsPayments for rental bond moniesReceipts from refund of rental bond moniesExploration and evaluation expenditure

-38,688

(76,016) (10,000)

--

(390,513)

5,000226,426

- (20,000)(29,197)63,580

(824,042)

Net cash flows from/(used in) investing activities (437,841) (578,233)

Cash flows from financing activitiesProceeds from issue of sharesExpenses related to share issue

1,045,511(106,002)

1,143,929(135,058)

Net cash flows from financing activities 939,509 1,008,871

Net increase/(decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of the year(73,526)

265,071(35,181)

300,252

Cash and cash equivalent at end of the year 16a 191,545 265,071

The above Consolidated Statement of Cash Flows is to be read in conjunction with the Notes to the Financial Statements.

Consolidated Statement of Cash Flows

Page 28: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

26

FOR THE YEAR ENDED 30 JUNE 2010

1. Corporate informationThe financial report of Oroya Mining Limited for the year ended 30 June 2010 was authorised for issue in accordance with a resolution of directors on 29 September 2010.

Oroya Mining Limited is a company limited by shares incorporated in Australia whose shares are publicly traded on the Australian Stock Exchange.

The address of the registered office is Suite 3, 72 Canning Highway, Victoria Park, WA 6100.

The nature of the operations and principal activities of the Company are described in Note 26.

2. Basis of preparation(a) Basis of preparation

The financial report is a general purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards board. The financial report has also been prepared on a historical cost basis, except for available-for-sale investments, which have been measured at fair value.

(b) Compliance with IFRSThe financial report complies with Australian Accounting Standard and International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board.

(c) Inherent uncertainty regarding going concernThe financial report has been prepared on the basis that the consolidated entity will continue to meet its commitments and can therefore continue normal business activities and the realisation of assets and settlement of liabilities in the ordinary course of business.

During the year ended 30 June 2010, the consolidated entity incurred a net loss of $577,270 (2009: $1,757,144), a net cash outflow from operations $575,194 (2009: $465,819) and as at 30 June 2010 the consolidated entity has net current assets of $24,930 (2009: $82,087). The consolidated entity has identified that in order to meets its future exploration and operation expenditures it will be required to raise debt or equity.

Currently the directors are undertaking various funding initiatives including:

• acapitalraising;• seekingajointventurepartnertofundthedevelopmentofitsexplorationprojects;and• otherdebtorequityfundingalternatives.

Subsequent to the year-end consolidated entity has raised capital of $208,000 before costs. The consolidated entity has also lodged a prospectus with Australian Securities and Investment Commission (AISC) and Australian Stock Exchange (“ASX”) on 1 September 2010 to raise about $2,000,000 before costs. The issue is on the basis of one new share for every one share held by eligible shareholders at an issue price of 0.2 cents each per new share. Private investors have agreed to underwrite $500,000 of the share issue. The closing date for the issue is 29 September 2010.

The directors believe that at the date of signing the financial report there are reasonable grounds to believe that having regard to matters set out above, the consolidated entity will be able to raise sufficient funds to meet its obligations as and when they fall due.

Notes to the Financial Statements

Page 29: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

27

2. Basis of preparation (continued)(c) Inherent uncertainty regarding going concern (continued)

Should the consolidated entity not achieve the matter set out above there is significant uncertainty whether the consolidated entity will continue as a going concern and therefore whether it will realise its asset and extinguish its liabilities in the normal course of business and at amount stated in the financial report.

The financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or to the amounts and classification of liabilities that might be necessary should the consolidated entity not be able to continue as a going concern.

(d) New Accounting Standards and Interpretation(i) Change in accounting policies and disclosures:

The accounting policies adopted are consistent with those of the previous financial year except as follows:

The Group has adopted the following new and amended Australian Accounting Standards and AASB Interpretations as of 1 July 2009.

• AASB8OperatingSegmentsapplicable1July2009• AASB101PresentationofFinancialStatements(revised2007)applicable1July2009• AASB2008-5AmendmentstoAustralianAccountingStandardsarisingfromtheAnnualImprovements• AASB7FinancialInstruments:Disclosuresapplicable1July2009• AASB127(Revised)ConsolidatedandSeparateFinancialStatementsapplicable1July2009

AASB 8 Operating Segments

AASB 8 replaced AASB 114 Segment Reportinguponitseffectivedate.TheGroupconcludedthattheoperatingsegmentsdetermined in accordance with AASB 8 are the same as the business segments previously identified under AASB 114. AASB 8 disclosures are shown in note 25, including the related revised comparative information.

AASB 101 Presentation of Financial Statements

The revised Standard separates owner and non-owner changes in equity. The statement of changes in equity includes only details of transactions with owners, with non-owner changes in equity presented in a reconciliation of each component of equity and included in the new statement of comprehensive income. The statement of comprehensive income presents all items of recognised income and expense, either in one single statement, or in two linked statements. The Group has elected to present one statement.

AASB 2008-5 Annual Improvements Project

In May 2008 and April 2009 the AASB issued omnibus of amendments to its Standards as part of the Annual Improvements Project, primarily with a view to removing inconsistencies and clarifying wording. There are separate transitional provisions and application dates for each amendment. The adoption of the amendments resulted in changes to accounting policies but did not have any impact on the financial position or performance of the group.

AASB 7 Financial Instruments: Disclosures

The amended Standard requires additional disclosures about fair value measurement and liquidity risk. Fair value measurements related to all financial instruments recognised and measured at fair value are to be disclosed by source of inputs using a three level fair value hierarchy, by class. In addition, a reconciliation between the beginning and ending balance for level 3 fair value measurements is now required, as well as significant transfers between levels in the fair value hierarchy. The amendments also clarify the requirements for liquidity risk disclosures with respect to derivative transactions and assets used for liquidity management. The fair value measurement disclosures are presented in Note 7.

Page 30: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

28

2. Basis of preparation (continued)(d) New Accounting Standards and Interpretation (continued)

(i) Change in accounting policies and disclosures: (continued)

AASB 127 (Revised) Consolidated and Separate Financial Statements

Under the revised standard, a change in the ownership interest of a subsidiary (that does not result in loss of control) will be accounted for as an equity transaction.

The adoption of the amendments resulted in no changes to accounting policies and did not have any impact on the financial position or performance of the group.

(ii) AccountingStandardsandInterpretationsissuedbutnotyeteffective.

AustralianAccountingStandardsandinterpretationsthathaverecentlybeenissuedoramendedbutarenotyeteffectivehave not been adopted for the annual reporting period ended 30 June 2010. These are outlined in the table below:

Reference Title Summary

Application date of standard

Impact on group’s financial report

Application date for Group*

AASB 2009-5

Further Amendments to Australian Accounting Standards arising from the Annual Improvements Project

[AASB 5, 8, 101, 107, 117, 118, 136 & 139]

The amendments to some Standards result in accounting changes for presentation, recognition or measurement purposes, while some amendments that relate to terminology and editorial changes are expected to have no or minimal effect on accounting except for the following:

The amendment to AASB 117 removes the specific guidance on classifying land as a lease so that only the general guidance remains. Assessing land leases based on the general criteria may result in more land leases being classified as finance leases and if so, the type of asset which is to be recorded (intangible vs. property, plant and equipment) needs to be determined.

The amendment to AASB 101 stipulates that the terms of a liability that could re.5sult, at anytime, in its settlement by the issuance of equity instruments at the option of the counterparty do not affect its classification.

The amendment to AASB 107 explicitly states that only expenditure that results in a recognised asset can be classified as a cash flow from investing activities.

The amendment to AASB 118 provides additional guidance to determine whether an entity is acting as a principal or as an agent. The features indicating an entity is acting as a principal are whether the entity:

• hasprimaryresponsibilityforprovidingthegoodsorservice;• hasinventoryrisk;• hasdiscretioninestablishingprices;

bearsthecreditrisk.

The amendment to AASB 136 clarifies that the largest unit permitted for allocating goodwill acquired in a business combination is the operating segment, as defined in IFRS 8 before aggregation for reporting purposes.

The main change to AASB 139 clarifies that a prepayment option is considered closely related to the host contract when the exercise price of a prepayment option reimburses the lender up to the approximate present value of lost interest for the remaining term of the host contract.

The other changes clarify the scope exemption for business combination contracts and provide clarification in relation to accounting for cash flow hedges.

1 January 2010

The Group has not yet determined the extent of the impact of the amendments, if any.

1 July 2010

Notes to the Financial Statements continued

Page 31: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

29

2. Basis of preparation (continued)(d) New Accounting Standards and Interpretation (continued)

(ii) AccountingStandardsandInterpretationsissuedbutnotyeteffective(continued)

Reference Title Summary

Application date of standard

Impact on group’s financial report

Application date for Group*

AASB 9 Financial Instruments

AASB 9 includes requirements for the classification and measurement of financial assets resulting from the first part of Phase 1 of the IASB’s project to replace IAS 39 Financial Instruments: Recognition and Measurement (AASB 139 Financial Instruments: Recognition and Measurement).

These requirements improve and simplify the approach for classification and measurement of financial assets compared with the requirements of AASB 139. The main changes from AASB 139 are described below.

a) Financial assets are classified based on (1) the objective of the entity’s business model for managing the financial assets; (2)the characteristics of the contractual cash flows. This replaces the numerous categories of financial assets in AASB 139, each of which had its own classification criteria.

b) AASB 9 allows an irrevocable election on initial recognition to present gains and losses on investments in equity instruments that are not held for trading in other comprehensive income. Dividends in respect of these investments that are a return on investment can be recognised in profit or loss and there is no impairment or recycling on disposal of the instrument.

Financial assets can be designated and measured at fair value through profit or loss at initial recognition if doing so eliminates or significantly reduces a measurement or recognition inconsistency that would arise from measuring assets or liabilities, or recognising the gains and losses on them, on different bases.

1 January 2013

The Group has not yet determined the extent of the impact of the amendments, if any.

1 January 2013

AASB 2009-11

Amendments to Australian Accounting Standards arising from AASB 9

[AASB 1, 3, 4, 5, 7, 101, 102, 108, 112, 118, 121, 127, 128, 131, 132, 136, 139, 1023 & 1038 and Interpretations 10 & 12]

The revised Standard introduces a number of changes to the accounting for financial assets, the most significant of which includes:• twocategoriesforfinancialassetsbeingamortisedcostorfairvalue• removal of the requirement to separate embedded derivatives in

financial assets• strict requirements to determine which financial assets can be

classified as amortised cost or fair value, Financial assets can only be classified as amortised cost if (a) the contractual cash flows from the instrument represent principal and interest and (b) the entity’s purpose for holding the instrument is to collect the contractual cash flows

• an option for investments in equity instruments which are notheld for trading to recognise fair value changes through other comprehensive income with no impairment testing and no recycling through profit or loss on derecognition

• reclassifications between amortised cost and fair value no longerpermitted unless the entity’s business model for holding the asset changes

• changes to the accounting and additional disclosures for equityinstruments classified as fair value through other comprehensive income

1 January 2013

The Group has not yet determined the extent of the impact of the amendments, if any.

1 January 2013

Page 32: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

30

2. Basis of preparation (continued)(d) New Accounting Standards and Interpretation (continued)

(ii) AccountingStandardsandInterpretationsissuedbutnotyeteffective(continued)

Reference Title Summary

Application date of standard

Impact on group’s financial report

Application date for Group*

AASB 124 (Revised)

Related Party Disclosures

(December 2009)

The revised AASB 124 simplifies the definition of a related party, clarifying its intended meaning and eliminating inconsistencies from the definition, including:

• thedefinitionnowidentifiesasubsidiaryandanassociatewiththesameinvestorasrelatedpartiesofeachother;

• entities significantly influenced by one person and entitiessignificantly influenced by a close member of the family of that personarenolongerrelatedpartiesofeachother;and

• the definition now identifies that, whenever a person or entityhas both joint control over a second entity and joint control or significant influence over a third party, the second and third entities are related to each other.

A partial exemption is also provided from the disclosure requirements for government-related entities. Entities that are related by virtue of being controlled by the same government can provide reduced related party disclosures.

1 January 2011

The Group has not yet determined the extent of the impact of the amendments, if any.

1 January 2011

AASB 2009-12

Amendments toAustralian Accounting Standards

[AASBs 5, 8, 108, 110, 112, 119, 133, 137, 139, 1023 & 1031 and Interpretations 2, 4, 16, 1039 & 1052]

This amendment makes numerous editorial changes to a range ofAustralian Accounting Standards and Interpretations.

In particular, it amends AASB 8 Operating Segments to require an entity to exercise judgement in assessing whether a government and entities knowntobeunderthecontrolofthatgovernmentareconsideredasinglecustomer for the purposes of certain operating segment disclosures. It also makes numerous editorial amendments to a range of AustralianAccounting Standards and Interpretations, including amendments to reflect changes made to the text of IFRSs by the IASB.

1 January 2011

The Group has not yet determined the extent of the impact of the amendments, if any.

1 January 2011

Notes to the Financial Statements continued

Page 33: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

31

2. Basis of preparation (continued)(d) New Accounting Standards and Interpretation (continued)

(ii) AccountingStandardsandInterpretationsissuedbutnotyeteffective(continued)

Reference Title Summary

Application date of standard

Impact on group’s financial report

Application date for Group*

AASB 2010-3

Amendments to Australian Accounting Standards arising from the Annual Improvements Project

[AASB 3, AASB 7, AASB 121, AASB 128, AASB 131, AASB 132 & AASB 139]

Limits the scope of the measurement choices of non-controlling interest at proportionate share of net assets in the event of liquidation. Other components of NCI are measured at fair value.

Requires an entity (in a business combination) to account for the replacement of the acquiree’s share-based payment transactions (whether obliged or voluntarily), i.e., split between consideration and post combination expenses.

Clarifies that contingent consideration from a business combination that occurred before the effective date of AASB 3 Revised is not restated.

Eliminates the requirement to restate financial statements for a reporting period when significant influence or joint control is lost and the reporting entity accounts for the remaining investment under AASB 139. This includes the effect on accumulated foreign exchange differences on such investments.

1 July 2010 The Group has not yet determined the extent of the impact of the amendments, if any.

1 July 2010

AASB 2010-4

Further Amendments to Australian Accounting Standards arising from the Annual Improvements Project

[AASB 1, AASB 7, AASB 101, AASB 134 and Interpretation 13]

Emphasises the interaction between quantitative and qualitative AASB 7 disclosures and thenature and extent of risks associatedwithfinancialinstruments.

Clarifies that an entity will present an analysis of other comprehensive income for each component of equity, either in the statement of changes in equity or in the notes to the financial statements.

Provides guidance to illustrate how to apply disclosure principles in AASB 134 for significant events and transactions.

Clarify that when the fair value of award credits is measured based on the value of the awards for which they could be redeemed, the amount of discounts or incentives otherwise granted to customers not participating intheawardcreditscheme,istobetakenintoaccount.

1 January 2011

The Group has not yet determined the extent of the impact of the amendments, if any.

1 July 2011

Page 34: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

32

2. Basis of preparation (continued)(e) Exploration and evaluation expenditure

Costs arising from exploration and evaluation activities are carried forward provided the rights to tenure of the area of the interest are current and such costs are expected to be recouped through successful development, or by sale, or where exploration and evaluation activities have not, at balance date, reached a stage to allow a reasonable assessment regarding the existence of economically recoverable reserves. Costs carried forward in respect of an area of interest that isabandonedarewrittenoffintheyearinwhichthedecisiontoabandonismade.Thecarryingvalueofthecapitalisedexploration and evaluation expenditure is assessed for impairment whenever facts and circumstances suggest that the carrying amount of the asset may exceed its recoverable amount.

The Group has applied AASB 6 Exploration for and Evaluation of Mineral Resources, the Australian equivalent to IFRS 6, in preparing its financial statements.

Impairment

The carrying value of capitalised exploration and evaluation expenditure is assessed annually for impairment at the cash generating unit level whenever facts and circumstances suggest that the carrying amount of the asset may exceed its recoverable amount.

An impairment exists when the carrying amount of an asset or cash generating unit exceeds its estimated recoverable amount. The asset or cash generating unit is then written down to the recoverable amount. Any impairment losses are recognised in the statement of comprehensive income.

(f) Investments and other financial assetsInvestment and other financial assets in the scope of AASB 139 Financial Instruments: Recognition and Measurement are classified as available-for-sale financial assets when they are not classified as any of other three categories provided by AASB 139. All investments are initially recognised at fair value.

After initial recognition, investments which are classified as available-for-sale, are measured at fair value. Gains or losses on available-for-sale investments are recognised as a separate component of equity until the investment is sold, collected or otherwise disposed of, or until the investment is determined to be impaired, at which time the cumulative gain or loss previously reported in equity is included in the income statement.

The fair value of investments that are actively traded in organised financial markets is determined by referring to market bid prices at close of business on the balance sheet date.

(g) Plant and equipmentPlant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses.

Depreciation is calculated on a straight-line basis over the estimated useful life of the asset as follows:

Plant and equipment – over 2 to 6 years

ImpairmentThe carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.

For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs, unless the asset’s value in use can be estimated to be close to its fair value.

If any such indication exists and where the carrying values exceed the estimated recoverable amount, the assets or cash generating units are written down to their recoverable amount.

Notes to the Financial Statements continued

Page 35: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

33

2. Basis of preparation (continued)(g) Plant and equipment (continued)

DisposalAn item of plant and equipment is derecognised upon disposal or when no further future economic benefits are expected to arise from the continued use or disposal of the asset.

Anygainorlossarisingonderecognitionoftheasset(calculatedasthedifferencebetweenthenetdisposalproceedsand the carrying amount of the item) is included in profit or loss in the period the item is derecognised.

(h) Impairment of non-financial assetsAt each reporting date, the Group assesses whether there is any indication that an asset may be impaired. Where an indicator of impairment exists, the Group makes a formal estimate of recoverable amount. Recoverable amount is the greater of fair value less costs to sell and value in use. It is determined for an individual asset, unless the asset’s value in use cannot be estimated to be close to its fair value less costs to sell and it does not generate cash inflows that are largely independent of those from other assets or group of assets, in which case, the recoverable amount is determined for the cash-generating unit to which the asset belongs. Where the carrying amount of an asset or cash-generating unit exceeds its recoverable amount the asset or cash-generating unit is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

Non-financialassetsthatsufferedanimpairmentaretestedforpossiblereversaloftheimpairmentwhenevereventsorchanges in circumstances indicate that the impairment may have reversed.

(i) Trade and other receivablesTrade receivables, which generally have 30 to 90 day terms, are recognised and carried at original invoice amount less an allowance for any uncollectible amounts.

An allowance for doubtful debts is made when there is objective evidence that the Group will not be able to collect the debts. Bad debts are written of when identified. Financial difficulties of the debtor, default payments or debts more than 150 days overdue are considered objective evidence of impairment. The amount of the impairment loss is the receivable carrying amount compared to the present value of estimated future cash flows, discounted at the original effectiveinterestrate.

(j) Cash and cash equivalentsCash and cash equivalents in the balance sheet comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less.

For the purposes of the Cash Flow Statement, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.

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

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle theobligationatthebalancesheetdate.Iftheeffectofthetimevalueofmoneyismaterial,provisionsarediscountedusing a current pre-tax rate that reflect the time value of money and the risks specific to the liability. The increase in the provision resulting from the passage of time is recognised in finance costs.

Page 36: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

34

2. Basis of preparation (continued)(l) Leases

The determination of whether an arrangement is a lease or contains a lease is based on the substance of the arrangement, and requires an assessment of whether the fulfilment of the arrangement is dependent on the use of a specific asset or assets and whether the arrangement conveys a right to use the asset.

Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are classified as operating leases.

Operating lease payments are recognised as an expense in the income statement on a straight-line basis over the lease term.

(m) Revenue RecognitionRevenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. The following specific recognition criteria must also be met before revenue is recognised:

Interest incomeInterestincomeisrecognisedasinterestaccruesusingtheeffectiveinterestmethod.Thisisamethodofcalculatingtheamortisedcostofafinancialassetandallocatingtheinterestincomeovertherelevantperiodusingtheeffectiveinterestrate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset.

DividendsRevenue is recognised when the Group’s right to receive the payment is established.

(n) Income taxCurrent tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the balance sheet date.

Deferredincometaxisprovidedonalltemporarydifferencesatthebalancesheetdatebetweenthetaxbasesofassetsand liabilities and their carrying amounts for financial reporting purposes.

Deferredincometaxliabilitiesarerecognisedforalltaxabletemporarydifferences:

• exceptwhere thedeferred income tax liabilityarises fromthe initial recognitionofgoodwillorofanassetorliabilityinatransactionthatisnotabusinesscombinationand,atthetimeofthetransaction,affectsneithertheaccounting profit or taxable profit or loss; or

• inrespectoftaxabletemporarydifferencesassociatedwithinvestmentsinsubsidiaries,associatesandinterestinjointventures,exceptwherethetimingofthereversalofthetemporarydifferencescanbecontrolledanditisprobablethatthetemporarydifferenceswillnotreverseintheforeseeablefuture.

Deferredincometaxassetsarerecognisedforalldeductibletemporarydifferences,carry-forwardofunusedtaxassetsand unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporarydifferences,andthecarry–forwardofunusedtaxassetsandunusedtaxlossescanbeutilised:

• exceptwherethedeferredincometaxassetrelatingtothedeductibletemporarydifferencearisesfromtheinitialrecognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction,affectsneithertheaccountingprofitnortaxableprofitorloss;or

• inrespectofdeductibletemporarydifferencesassociatedwithinvestmentinsubsidiaries,associatesandinterestsin joint ventures, deferred tax assets are only recognised to the extent that it is probable that the temporary differenceswillreverseintheforeseeablefutureandtaxableprofitwillbeavailableagainstwhichthetemporarydifferencescanbeutilised.

Notes to the Financial Statements continued

Page 37: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

35

2. Basis of preparation (continued)(n) Income tax (continued)

The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised.

Unrecognised deferred income tax assets are reassessed at each balance sheet date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date.

Income taxes relating to items recognised directly in equity are recognised in equity and not in the income statement.

Deferredtaxassetsandliabilitiesareoffsetonlyifalegallyenforceablerightexiststosetoffcurrenttaxassetsagainstcurrent tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority.

(o) Other taxesRevenues, expenses and assets are recognised net of the amount of GST except:

• wheretheGSTincurredonapurchaseofgoodsandservicesisnotrecoverablefromthetaxationauthority, inwhich case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable; and

• receivablesandpayablesarestatedwiththeamountofGSTincluded.

The net amount of GST recoverable from, or payable to, the taxation authority is included as part of the receivables or payables in the statement of financial position.

Cash flows are included in the Cash Flow Statement on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority, are classified as operating cash flows.

(p) Trade and other payablesTrade payables and other payables are carried at amortised cost and represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of the goods and services.

(q) Employee leave benefitsProvision is made for the Group’s liability for employee benefits arising from services rendered by employees to balance date. These benefits include annual leave and long service leave.

Liabilities arising in respect of annual leave and any other employee benefits expected to be due within twelve months of the reporting date are measured at their nominal amounts based on remuneration rates which are due to be paid when the liability is settled. All other employee benefit liabilities are measured at the present value of the estimated future cash outflow to be made in respect of services provided by employees up to the reporting date. In determining the present value of future cash outflows the market yield as at the reporting date on national government bonds, which have terms of maturity approximating the terms of the related liability, are used.

Page 38: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

36

2. Basis of preparation (continued)(r) Contributed Equity

Ordinary share capital is recognised at the fair value of the consideration received by the Group.

Any transaction costs arising on the issue of ordinary shares are recognised directly in equity as a reduction of the share proceeds received.

(s) Earnings per share (EPS)Basic EPS is calculated as net profit attributable to members, adjusted to exclude costs of servicing equity (other than dividends), divided by the weighted average number of ordinary shares, adjusted for any bonus element.

Diluted EPS is calculated as net profit attributable to members, adjusted for:

• costsofservicingequity(otherthandividends);• the after taxeffectofdividendand interest associatedwithdilutivepotential ordinary shares thathavebeen

recognised as expenses; and• othernon-discretionarychangesinrevenuesorexpensesduringtheperiodthatwouldresultfromthedilutionof

potential ordinary shares;

divided by the weighted average number or ordinary shares and dilutive potential ordinary shares, adjusted for any bonus element.

(t) Impairment of financial assetsThe Group assesses at each balance sheet date whether a financial asset or group of financial assets is impaired.

(i) Financial assets carried at amortised cost

If there is objective evidence that an impairment loss on loans and receivables carried at amortised cost has been incurred,theamountofthelossismeasuredasthedifferencebetweentheasset’scarryingamountandthepresentvalueof estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset’soriginaleffectiveinterestrate(i.e.theeffectiveinterestratecomputedatinitialrecognition).Thecarryingamountof the asset is reduced either directly or through use of an allowance account. The amount of the loss is recognised in profit or loss.

If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed. Any subsequent reversal of an impairment loss is recognised in profit or loss, to the extent that the carrying value of the asset does not exceed its amortised cost at the reversal date.

(ii) Financial assets carried at cost

If there is objective evidence that an impairment loss has been incurred on an unquoted equity instrument that is not carried at fair value (because its fair value cannot be reliably measured), or on a derivative asset that is linked to and must besettledbydeliveryofsuchanunquotedequity instrument,theamountofthe loss ismeasuredasthedifferencebetween the asset’s carrying amount and the present value of estimated future cash flows, discounted at the current market rate of return for a similar financial asset.

Notes to the Financial Statements continued

Page 39: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

37

2. Basis of preparation (continued)(t) Impairment of financial assets (continued)(iii) Available-for-sale financial assets

If there isobjectiveevidencethatanavailable-for-sale investment is impaired,anamountcomprisingthedifferencebetween its cost (net of any principal repayment and amortisation) and its current fair value, less any impairment loss previously recognised in profit or loss, is transferred from equity to the income statement. Reversals of impairment losses for equity instruments classified as available-for-sale are not recognised in profit. Objective evidence of impairment for an available-for-sale investment in an equity instrument includes information about significant changes with an adverseeffectthathavetakenplaceinthetechnological,market,economicorlegalenvironmentinwhichtheissueroperates, and indicates that the cost of the investment in the equity instrument may not be recovered. A significant or prolonged decline in the fair value of an investment in an equity instrument below its cost is also objective evidence of impairment.

(u) Share-based payment transactionsThe Group provides benefits to employees (including executives) of the Group in the form of share-based payment transactions, whereby employees render services in exchange for shares or rights over shares (‘equity-settled transactions’).

The cost of these equity-settled transactions with employees is measured by reference to the fair value at the date at which they are granted. The fair value is determined by an external valuer using a binomial model.

In valuing equity-settled transactions, no account is taken of any performance conditions, other than conditions linked to the price of the shares of Oroya Mining Limited (‘market conditions’).

The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in which the performance conditions are fulfilled, ending on the date on which the relevant employees become fully entitled to the award (‘vesting date’).

The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects (i) the extent to which the vesting period has expired and (ii) the number of awards that, in the opinion of the directors of the Company, will ultimately vest. This opinion is formed based on the best available information at balance date. No adjustmentismadeforthelikelihoodofmarketperformanceconditionsbeingmetastheeffectoftheseconditionsisincluded in the determination of fair value at grant date.

No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon a market condition.

Until an award has vested, any amounts recorded are contingent and will be adjusted if more or fewer awards vest than were originally anticipated to do so. Any award subject to a market condition is considered to vest irrespective of whether or not that market condition is fulfilled, provided that all other conditions are satisfied.

If the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had not been modified. In addition, an expense is recognised for any modification that increases the total fair value of the share-based payment arrangement, or is otherwise beneficial to the employee, as measured at the date of modification.

If an equity-settled award is cancelled, other than forfeiture, it is treated as if it had vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled award and designated as a replacement award on the date that it is granted, the cancelled and new award are treated as if they were a modification of the original award, as described in the previous paragraph.

Thedilutiveeffect,ifany,ofoutstandingoptionsisreflectedasadditionalsharedilutioninthecomputationofearningsper share.

Page 40: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

38

3. revenue and expenses2010

$2009

$(a) Revenue

Interest revenueNet gain on disposal of available-for-sale financial assets

19,89811,472

27,220-

Total Revenue 31,370 27,220

4. income taxThe components of income tax expense are as follows:Current tax Deferred tax

--

--

Total expense/(benefit) - -

(i) The parent entity and the Group are not tax consolidated.(ii) The parent entity and each of the subsidiaries are in tax loss for the year and have substantial tax losses carried forward.(iii) The Directors are of the view that there is insufficient probability that the parent entity and its subsidiaries will

derivesufficientincomeintheforeseeablefuturetojustifybookingthetaxlossesandtemporarydifferencesasdeferred tax assets and deferred tax liabilities.

Numerical reconciliation of income tax expense to prima facie tax payable is as follows:

Loss from operations before income tax expense (577,270) (1,757,144)

Tax at Australian tax rate of 30% (2009 also at 30%) (173,181) (527,143)

Expenditure deductible for income taxExpenditure not allowable for income taxTax losses not recognisedDeferredtaxassetrecognisedtooffsetdeferred tax liability recognised through equityLoss on sale of investments

- 3,771

169,410

--

- 3,100

431,841

-92,202

Income tax expense / (benefit) - -

Amounts charged or credited directly to equity.

Deferred income tax related to items charged or credited directly to equity

Unrealised gain on available-for-sale investments - -

Income tax expense reported in equity - -

Tax LossesUnused tax losses for which no tax loss has beenbooked as a deferred tax asset 20,300,714 16,554,050

Potential benefit at 30% 6,090,214 4,966,215

Notes to the Financial Statements continued

Page 41: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

39

4. income tax (continued)The benefit of income tax losses will only be obtained if:

(i) the respective companies derive future assessable income of a nature and of an amount to enable the benefit from the deductions for the losses to be realised;

(ii) the respective companies continue to comply with the conditions for deductibility imposed by tax legislation; and(iii) nochangesintaxlegislationadverselyaffecttherespectivecompaniesinrealisingbenefitfromthedeductions

from the losses.

Deferred Income Tax2010

$2009

$Deferred income tax at 30 June relates to the following:

Deferred tax liabilitiesExploration and evaluation assetsAvailable-for-sale investmentsOtherDeferredtaxassetsusedtooffsetdeferredtaxliabilities

924,585-

86(924,671)

806,732-

78(806,810)

- -Deferred tax assetsProperty, Plant and EquipmentProvisionsAccrualsTaxlossesavailabletooffsetagainstfuturetaxableincomeDeferredtaxassetsusedtooffsetdeferredtaxliabilitiesDeferred tax assets not brought to account

5,42547,456

8,8506,090,214(924,671)

(5,227,274)

5,97955,574

8,2505,703,222(806,810)

(4,966,215)- -

5. earnings per Share2010

$2009

$The following reflects the income used in the basic and diluted earnings per share computations.

(a) Earnings used in calculating earnings per share

For basic and diluted loss per share:Net loss for the year attributable to ordinary shareholders of the parent 577,270 1,757,144

(b) Weighted average number of shares 2010 Number 2009 Number

For basic and diluted loss per share:Weighted average number of ordinary shares 953,334,100 369,286,095

There are 251,584,592 (2009: 135,213,557) number of potential ordinary shares excluded from the calculation of diluted earnings per share that could potentially dilute basic earnings per share in the future because they are anti-dilutive for either of the periods presented.

Page 42: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

40

5. earnings per Share (continued)There have been no transactions involving ordinary shares or potential ordinary shares that would significantly change the number of ordinary shares or potential ordinary shares outstanding between the reporting date and the date of completion of these financial statements other than:

• ashareplacementon19August2010of130,000,000ordinaryfullypaidsharesatapriceof0.16centeachwasmade to clients of CPS Securities Pty Limited and raised $208,000 before costs,

• a prospectus lodged on 1 September 2010 for 1:1 entitlement issue to existing shareholders to close on 29September 2010 to issue about 1,004,042,136 fully paid ordinary shares at issue price of 0.2 cent.

6. trade and Other receivables2010

$2009

$(a) Current

Sundry debtors (i) 16,213 7,702

(b) Non-currentSecurity deposit (ii) 26,904 26,904

(i) Sundry debtors primary from ATO and accrued bank interest and non-interest bearing and are generally paid on 30 days settlement terms. They are neither past due nor impaired at year end. Due to the short term nature of these receivables, their carrying value is assumed to approximate their fair value.

(ii) Security deposits are held by real estate agent and non-interest bearing.

7. available for sale Financial assets2010

$2009

$(a) Current

At fair valueShares - listed 31,367 -

(b) Non-currentAt costShares - unlisted 6,000 6,000

The group uses various methods in estimating the fair value of a financial instrument. The methods comprise:

Level 1: the fair value is calculated using quoted price in active markets;Level 2: the fair value is estimated using inputs other than quoted prices included in Level 1 that are observable for the

assets or liability, either directly (as price) or indirectly (derived from prices); andLevel 3: the fair value is estimated using inputs for the assets or liability that are not based on observable market data.

Level 1 Level 2 Level 3 TotalAvailable for sale financial instrument 31,367 - - 31,367

31,367 - - 31,367

Transfer between categories:There were no transfer between level 1 and level 2 during the year

Reconciliation of level 3 fair value movementThere was no level 3 fair value movement during the year.

Notes to the Financial Statements continued

Page 43: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

41

8. Other assets (non-Current)2010

$2009

$(a) Cash deposited for performance bond (i) 140,000 140,000

140,000 140,000

(i) Cash deposited for performance bond This represents monies held as a bond by the Company’s banker to secure performance guarantees issued by

that bank on behalf of the Company to the Minister of Mineral Resources in New South Wales to ensure that the Company has the ability to rehabilitate any areas disturbed by its mining activities in that State. The bond accrues interest at a rate of approximately 2% per annum.

9. property, plant and equipmentAt costAccumulated depreciation

112,266(107,279)

112,266(94,785)

Net carrying amount 4,987 17,481

(a) Assets pledged as securityNo assets have been pledged as security for borrowings.

(b) ReconciliationReconciliation of the carrying amount of plant and equipment at the beginning and end of the current financial year.

Plant and equipmentAt 1 July net of accumulated depreciationAdditionsDisposalsDepreciation charge for the year

17,481--

(12,494)

38,855-

(5)(21,369)

At 30 June 2010 net of accumulated depreciation 4,987 17,481

No provision has been made for impairment of plant and equipment as directors consider the net carrying amount of these assets to be recoverable.

10. exploration and evaluation expenditureExploration and evaluation costs 3,081,949 2,689,105

Reconciliation of carrying amount

Opening balanceExpenditure incurred during the yearExpenditure transferred out for areas of interest soldAmountwrittenoff

2,689,105392,844

--

2,914,404745,516

(5,736)(965,079)

Closing balance 3,081,949 2,689,105

Page 44: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

42

10. exploration and evaluation expenditure (continued)The ultimate recoupment of costs carried forward for exploration and evaluation phases is dependent on the successful development and commercial exploitation or sale of the respective mining areas. Amortisation of the costs carried forward is not being charged pending the commencement of production.

The right to retain the tenement holdings is dependent on the Company being able to meet the tenement expenditure commitments as set out in Note 21.

Where there is doubt regarding the ability to fund future tenement obligations and that decision has been made to abandon or dispose the interest, those carried forward exploration costs have been written down to recoverable value.

11. trade and Other payables2010

$2009

$(a) Current

Trade creditors (i) 59,129 37,605(b) Non-current

Other creditors (ii) 10,000 20,000

Terms and conditions of the above financial instruments.

• Tradeandotherpayablesarenon-interestbearingandarenormallysettledon30dayterms.Duetotheshorttermnature of these payables, their carrying value is assumed to approximate their fair value.

• Othercreditorsarenon-interestbearingandhavenospecifiedrepaymentterms.

12. provisions(a) Current

Annual leave Long service leave

68,03387,033

90,55962,522

155,066 153,081(b) Non-current

Long service leave 3,119 32,165

13. Contributed equity(a) Ordinary shares 31,261,491 30,321,982

2010 2009Number of

Shares $Number of

Shares $(b) Movements of shares on issue

Beginning of financial yearAdd: Share issued during the year (i, ii & iii)Less: Transaction costs on share issue

455,986,748418,055,388

-

30,321,9821,045,511(106,002)

280,129,464175,857,284

-

29,313,1111,143,929(135,058)

End of financial year 874,042,136 31,261,491 455,986,748 30,321,982

Notes to the Financial Statements continued

Page 45: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

43

13. Contributed equityb. Movements of shares on issue

(i) On 14 July 2009 the Company completed a share placement of 68,398,012 ordinary fully paid shares at a price of 0.25 cents each to a client of Patersons Securities Limited and raised $170,995 before costs.

(ii) On 29 July 2009 the Company issued 67,536 ordinary fully paid shares at 0.8 cents per share due to the exercised of 67,536 units of 1 December 2011 options (ASX code OROOA) which raised $541 before cost of the issue.

(iii) On 25 August 2009 the Company completed a 2 for 3 entitlement issue of 349,589,840 ordinary fully paid shares at an application price of 0.25 cents per share together with 174,795,024 free attaching options exercisable at 0.8 cents each by 1 December 2011 (ASX code OROOA) which raised $873,975 before cost of the issue.

c. Terms & conditions of contributed equityOrdinary shares

Ordinary shares have the right to receive dividends as declared and, in the event of winding up the Company, to participate in the proceeds from the sale of the surplus assets in proportion to the number of and amounts paid up on shares held.

Effective1July1998,theCorporationlegislationinplaceabolishedtheconceptsofauthorisedcapitalandparvalueshares. Accordingly, the Parent entity does not have authorised capital nor par value in respect to its issued shares.

14. reserves2010

$2009

$Share-based payment reserve (i) 24,488 24,488

(i) Share-based payment reserveBalance at the beginning of the financial year 24,488 24,488Balance at the end of financial year 24,488 24,488

Share-based payment reserve records the value of share options issued to Oroya’s employee.

15. accumulated LossesAccumulated losses (28,014,328) (27,437,058)

Movement in accumulated losses:Balance at the beginning of the financial yearNet loss for the year

(27,437,058)(577,270)

(25,679,914)(1,757,144)

Balance at the end of the financial year (28,014,328) (27,437,058)

Page 46: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

44

16. Cash Flow Statement2010

$2009

$(a) Reconciliation of cash

Cash balances comprises cash assets 191,545 265,071

(b) Reconciliation of net loss after tax to net cash flows from operations:

Loss from ordinary activities after income tax

Adjustments for:DepreciationImpairment of available-for-sale financial assetsNet Loss/(Gain) on disposal of available-for-sale financial assets(Gain)/Loss on disposal of exploration and evaluation tenementEmployee benefit expenses provisions/write backExplorationcostwrittenoff

Changes in assets and liabilities:Increase/(Decrease) in payables(Increase)/Decrease in receivables

(577,270)

12,49417,433

(11,472)

-(27,061)

-

19,193(8,511)

(1,757,144)

21,369-

307,344

736(4,196)

965,079

(25,028)26,021

Net cash used in operating activities (575,194) (465,819)

17. related party disclosure(a) Ultimate parent

The ultimate Australian parent entity and the ultimate parent of the consolidated entity is Oroya Mining Limited

(b) SubsidiariesThe following are controlled entities at 30 June 2010 and have been included in the consolidated accounts. The financial year of the controlled entities is the same as that of Oroya Mining Limited.

Beneficial Percentage Held by the Consolidated Entity

Book Value of Investments

Controlled Entity Entity Holding InvestmentPrincipalActivity

2010%

2009%

2010$

2009$

Moreing Mining Pty Ltd Oroya Mining Ltd Mining 100 100 1 1Mt Gibson Gold Pty Ltd Moreing Mining Pty Ltd Mining 100 100 - -

Investments in controlled entities are in ordinary shares. All controlled entities were incorporated in Australia.

Transactions with wholly controlled entities

(i) Services provided on behalf of wholly controlled entities are charged at cost plus any applicable overhead.(ii) Oroya Mining Limited provides payment and receivable collection services on behalf of wholly controlled

entities.

Notes to the Financial Statements continued

Page 47: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

45

18. directors and Key Management personnel(a) Compensation for Executive Directors and Key Management Personnel

2010$

2009$

Short-term employee benefitsPost-employment benefits

361,23127,707

459,53345, 189

Total compensation 394,938 504,722

(b) Option holdings of key management personnel in listed options (consolidated)

ExecutiveDirectors

Balance at beginning of the year

Granted as remuneration

Options exercised

Net change other (ii)

Balance at end of the

year

Vested at end of year

Exercisable Restricted30 June 2010KMK Lim 3,160,000 - - 3,540,000 6,700,000 6,700,000 -TJ Carter 780,000 - - 1,220,000 2,000,000 2,000,000 -SH Shedden(i) 8,377,494 - - (8,377,494) - - -DV Bright (i) 8,980,333 - - (8,980,333) - - -Total 21,297,827 - - (12,597,827) 8,700,000 8,700,000 -30 June 2009KMK Lim 260,000 - - 2,900,000 3,160,000 3,160,000 -SH Shedden (i) 3,377,494 - - 5,000,000 8,377,494 8,377,494 -DV Bright (i) 1,438,333 - - 7,542,000 8,980,333 8,980,333 -TJ Carter - - - 780,000 780,000 780,000 -Total 5,075,827 - - 16,222,000 21,297,827 21,297,827 -

(i) Mr Shedden and Mr Bright resigned on 4 September 2009.(ii) The net increase in listed options resulted from directors subscribing to entitlement shares and options issued all

shareholders on 25 August 2009 (refer Note 13) less options expired on 31 July 2009.

(c) Option holdings of key management personnel in unlisted options (consolidated)

ExecutiveDirectors

Balance at beginning of the year

Granted as remuneration

Options exercised

Net change other

Balance at end of the

year

Vested at end of year

ExercisableNot

exercisable2010KMK Lim 2,500,000 - - (2,500,000) - - -TJ Carter 2,500,000 - - (2,500,000) - -SH Shedden (i) 2,500,000 - - (2,500,000) - - -DV Bright (i) 2,500,000 - - (2,500,000) - - -Total 10,000,000 - - (10,000,000) - - -2009KMK Lim 2,500,000 - - - 2,500,000 2,500,000 -TJ Carter 2,500,000 - - - 2,500,000 2,500,000 -SH Shedden (i) 2,500,000 - - - 2,500,000 2,500,000 -DV Bright (i) 2,500,000 - - - 2,500,000 2,500,000 -Total 10,000,000 - - - 10,000,000 10,000,000 -

(i) Mr SH Shedden and Mr DV Bright resigned on 4 September 2009

Page 48: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

46

18. directors and Key Management personnel (continued)(d) Shareholdings of key management personnel (ordinary shares) (consolidated)

Executivedirectors

Balance at beginning of

the yearGranted as

remunerationExercised of

options Net change otherBalance at

end of the year2010KMK Lim 7,800,000 - - 7,600,000 15,400,000TJ Carter 1,560,000 - - 2,440,000 4,000,000S H Shedden (i) 21,096,130 - - (21,096,130) -DV Bright (i) 17,084,000 - - (17,084,000) -Total 47,540,130 - - (28,140,130) 19,400,0002009KMK Lim 2,900,000 - - 4,900,000 7,800,000TJ Carter 14,096,130 - - 7,000,000 21,096,130SH Shedden (i) 7,492,000 - - 9,592,000 17,084,000DV Bright (i) 780,000 - - 780,000 1,560,000Total 25,268,130 - - 22,272,000 47,540,130

(i) Mr SH Shedden and Mr DV Bright resigned on 4 September 2009(ii) The net increase resulted from directors subscribing to entitlement issue to all shareholders.

(e) Other transactions with directors and key management personnelOfficer’s Protection DeedsThe Company entered into Deeds on 23 June 2004 with each of its Directors as Officers’ of the Company. Under the Deeds, the Company agrees to indemnify them from any liability the Officer may incur in relation to their duties as an Officer of the Company to the extent permitted by law. The Deeds also allow the Officer continuing access to the records of the Company and for the Company to obtain and maintain director’s and officer’s insurance for them.

19. Share-Based payment(a) Recognised share-based payment expenses

There were no share-based payment during the year or in previous year.

(b) General terms of share-based payment plans At the 2006 Annual General Meeting, shareholders approved the adoption of an Employee Share Option Plan (“Plan”) under which employees will be invited to participate in the Plan and be issued with Options by the Board. The Options may then be exercised to acquire ordinary Shares in the capital of the Company. The Plan provides Directors, employees and contractors of the Company with an opportunity to participate in the Company’s future growth and it gives them an incentive to contribute to that growth. The Board does not apply performance link measurement to the issue, vesting and exercise of Options.

Executive Directors may be participants in the Plan subject to approval by shareholders in accordance with ASX Listing Rules. Non-executive Directors are not eligible to participate in the Plan.

The exercise price of a Share to be issued on the exercise of an Option will be the greater of the price as determined by the Board on or before the issue date of the Option (which will not be less than the weighted average sale price of Shares sold on ASX during the five business days prior to the issue date) and the minimum exercise price prescribed by the ASX Listing Rules.

Notes to the Financial Statements continued

Page 49: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

47

19. Share-Based payment (continued)(b) General terms of share-based payment plans (continued)

The Options will be issued for no consideration.Options will lapse if not exercised prior to the expiry date. There are no cash settlement alternatives.Participants in the Plan may not dispose of, transfer, encumber or declare a trust in respect of the Options except as otherwise determined by the Board.

(c) Summaries of options granted The following table illustrates the number and weighted average exercise prices (WAEP) and movements in employee share options during the year.

2010Number

2010 WAEP $

2009Number

2009 WAEP $

Outstanding at the beginning of the year 10,000,000 0.05 10,000,000 0.05Granted during the year - - - -Exercised during the year - - - -Expired or Cancelled during the year 10,000,000 0.05 - -Outstanding at the end of the year - - 10,000,000 0.05Exercisable at reporting date - - 10,000,000 0.05

(d) Weighted average remaining contractual lifeAt 30 June 2010 there were no outstanding share base payment obligation. (The weighted average remaining contractual life for the share options outstanding as at 30 June 2009 is 0.4 years).

(e) Range of exercise price and weighted average share price at the date of exerciseThe range of exercise prices for options outstanding at the end of the 2009 year was $0.05. There were no share options exercised during the year or in the previous year.

(f) Weighted average fair valueThere was no share options granted during the year or previous year. The weighted average fair value of options granted in 2007 was $0.00245.

(g) Option pricing modelThe fair value of the unlisted options granted to the directors in 2007 is estimated at date of grant using a Binomial model taking into accounts the terms and conditions upon which the options were granted. The following assumptions were used in the estimation:

• Riskfreeinterestrateof6.033%• Companysharepriceof1.7cents• Dividendyieldof0%• Expectedvolatilityof65%• Optionexercisepriceof5cents• Optiondurationof3years• Marketabilityandliquiditydiscountof30%toreflectthefactthattheoptionisunlistedandnottransferable

The expected life of the options is based on historical data and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may also not necessarily be the actual outcome. No other features of options granted were incorporated into the measurement of fair value.

Page 50: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

48

20. auditor’s remuneration2010

$2009

$The auditor of Oroya Mining Limited is Ernst & Young

(a) Amounts received or due and receivable by the auditors for:- auditing or reviewing accounts 51,775 43,775

51,775 43,775

(b) The auditors received no other benefits.

21. expenditure Commitments and Contingent Liabilities(a) Exploration expenditure commitments

Due to the nature of the consolidated entity’s operations in exploring and evaluating areas of interest, it is very difficult to accurately forecast the nature or amount of future expenditure, although it will be necessary to incur expenditure in order to retain current interests. New mineral tenements may be applied for, existing mineral tenements reduced in area, exemption from expenditure commitments applied for, and mineral tenements can be surrendered depending on the results of ongoing exploration, changes in market conditions and commodity prices. The Company may also farm-out some of its tenement obligations to other companies. Any of the above can either reduce or increase the expenditure commitments of the consolidated entity. The minimum level of exploration commitment required as of 30 June 2010 to retain the existing mineral tenure is $791,000 (2009: $1,097,050) for the Company and the consolidated entity. It is anticipated that the exploration expenditure commitments in the ensuring periods will be lower as the Company rationalises its tenement holdings during the current year.

2010$

2009$

(b) Lease expenditure commitmentsOperating leases (non-cancellable)Minimum lease payments- not later than one year- later than one year but not later than five years

124,258189,521

119,479313,779

Aggregate lease expenditure contracted for at balance date but not provided for 313,779 433,258

The Operating Leases relates to Company’s office premises at Suite 3, 72 Canning Highway, Victoria Park, WA. The operating lease will expire on 13 December 2012 (unless extended). The company sublease part of its office premises on short term basis and recovers approximately 35% of the lease expenditure.

(c) Cash deposited for performance bondThe Company has a responsibility to rehabilitate any areas disturbed by its exploration activities. Accordingly, the Company was required to lodge with the Minister for Mineral Resources for the State of New South Wales a Performance Bond to the value of $100,000 to satisfy this requirement. The Company has lodged $10,000 to support a Performance Bond lodged with the Minister responsible for the Mining Act (1978) WA to satisfy this requirement in Western Australia. In Victoria the Company has lodged $20,000 and the Company’s joint venture partner has lodged $10,000 in the Company’s name to support Performance Bonds lodged with the Minister for Energy and Resources in Victoria.

Notes to the Financial Statements continued

Page 51: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

49

22. Financial risk ManagementThe Company’s principal financial instruments comprise cash and short-term deposits.

The Company has various other financial assets and liabilities such as trade receivables and trade payables, which arise directly from its operations.

Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are disclosed in notes 2, 6, 7 and 11 to the financial statements.

The Company manages its exposure to a variety of financial risks: market risk (including equity price risk, and interest rate risk), credit risk and liquidity risk in accordance with specific approved company policies.

Primary responsibility for the identification and control of financial risks rests with the Board. The Board reviews and agrees policies for managing each of the risk identified.

TheCompanyusesdifferentmethods tomeasureandmanagedifferent typesof risks towhich it isexposed.Theseinclude monitoring levels of exposure to interest rate and foreign exchange risk and assessment of market forecast for interest rate and foreign exchange. The Company manages credit risk by only dealing with recognized, creditworthy, third parties and liquidity risk is monitored through the development of future rolling cash flow forecasts.

Interest rate riskThe Company’s current exposure to the risk of changes in market interest rates relate primarily to cash assets rates and is managed by the Board approved investment policy. This policy defines maximum exposures and credit ratings limits.

The Company does not account for fixed rate financial assets and liabilities at fair value through profit or loss.

The following table summarises the impact of reasonably possible changes on interest rates for the Company at 30 June 2010. The sensitivity is based on the assumption that interest rate changes by 80 basis points with all other variables held constant. The 80 basis points sensitivity is based on reasonably possible changes over a financial year, using the observed range of actual historical rates for the preceding 3 year period. The analysis is performed on the same basis for the comparative period.

The Company’s exposure to interest rate risk on pre-tax profit arises from higher or lower interest income from cash and cash equivalents. The Parent’s main interest rate risk arises from cash and cash equivalents and other assets with variable interest rates.

30 June 2010$

30 June 2009$

Financial assetsCash and cash equivalents 191,545 265,071Other Assets 140,000 140,000

Financial LiabilitiesInterest bearing liabilities - -

331,545 405,071

Impact on pre tax profit and equityPost-tax gain/(loss)

80 bp increase 2,652 3,241

80 bp decrease (2,652) (3,241)

Page 52: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

50

22. Financial risk Management (continued)Foreign currency risk The Company has no material transactional foreign currency exposure.

Credit riskCredit risk arises in the event that counterparty will not meet its obligations under a financial instrument leading to financial losses. The Company is exposed to credit risk from its operating activities, financing activities including deposits with banks.

The credit risk control procedures adopted by the Company is to assess the credit quality of the institution with whom funds are deposited or invested, taking into account its financial position and past experiences. Investment limits are set in accordance with limits set by the Board of Directors based on the counterparty credit rating. The limits are assigned to minimise concentration of risks and mitigate financial loss through potential counterparty failure. The compliance with credit limits is regularly monitored as part of day-to-day operations. Any credit concerns are highlighted to senior management.

As the Company is yet to commence mining operations it has no significant exposure to customer credit risk. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets in the Statement of financial position.

Credit quality of financial assets:S&P Credit rating

AAA A1+ A1 A2 Unrated30 June 2010Cash & cash equivalents ($) 200 184,345 - - 7,000Other Assets ($) - 140,000 - - -Trade and other receivables ($) - 8,715 - - 34,402Available-for-sale financial assets ($) - - - - 37,367Number of counterparties 1 3 - - 8Largest counterparty (%) 100 55 - - 34

30 June 2009Cash & cash equivalents ($) 200 260,862 - - 4,009Other Assets ($) ($) - 140,000 - - -Trade and other receivables ($) ($) - 209 - - 34,397Available-for-sale financial assets ($) - - - - 6,000Number of counterparties 1 3 - - 8Largest counterparty ($) 100 64 - - 61

Alternatives for sourcing our future capital needs include our current cash position, future operating cash flow, project debt financings and equity raisings. These alternatives are evaluated to determine the optimal mix of capital resources for our capital needs.

Liquidity riskThe responsibility for liquidity risk management rests with the Board of Directors.

Notes to the Financial Statements continued

Page 53: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

51

22. Financial risk Management (continued)Liquidity risk (continued)The Company manages liquidity risk by maintaining sufficient cash or credit facilities to meet the operating requirements of the business and investing excess funds in highly liquid short term investments. The Company’s liquidity needs can be met through a variety of sources, including: short and long term borrowings and issue of equity instruments

The following table details the Company and Company’s non-derivative financial instruments according to their contractual maturities. The amounts disclosed are based on contractual undiscounted cash flows.

Less than 6 months

$

6 months – 12 months

$1-2 years

$> 2 years

$As at 30 June 2010Trade and other payables 59,129 - - -

As at 30 June 2009Trade and other payables 37,605 - - -

Capital risk managementCapital consists of share capital $31,261,491 (2009: 30,321,982)

When managing capital, management’s objective is to ensure the Company continues as a going concern as well as to maintain optimal returns to shareholders and benefits for other stakeholders. Management also aims to maintain a capital structure that ensures the lowest cost of capital available to the entity.

In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, issue new shares, enter into joint ventures or sell assets.

The entity does not have a defined share buy-back plan.

No dividends were paid in 2009 and no dividends are expected to be paid in 2010.

There is no current intention to incur debt funding on behalf of the company as on-going exploration expenditure will be funded via equity or joint ventures with other companies.

The Company is not subject to any externally imposed capital requirements.

23. events Subsequent to Balance dateSincetheendofthefinancialyear,nomattersorcircumstanceshaveoccurredthathaveormaysignificantlyaffecttheoperationsorthestateofaffairsoftheCompanyandtheconsolidatedentityinsubsequentfinancialyearsotherthanashare placement on 30 July 2010 of 130,000,000 ordinary fully paid shares at a price of 0.16 cents each to clients of CPS Securities Limited which raised $208,000 before costs.

On 1 September 2010, the Company lodged a Prospectus with ASIC and ASX for a non-renounceable rights issue (Issue) to shareholders to raise about $2,000,000 before costs. The Issue is on the basis of 1 new share for every 1 share held by eligible shareholders at an issue price of $0.002 (0.2 cents) each per new share. Private investors Tangram Pty Ltd and Intercorp Pty Ltd have agreed to underwrite $500,000 of the Issue. Under the Terms of the underwriting agreements, Tangram and Intercorp have agreed to subscribe for $250,000 each of any shortfall shares under the same terms as offeredtoshareholders.TheClosingDatefortheIssueis29September2010.

Page 54: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

52

24. exploration agreementsRange River Gold Limited (“Range”) has the option to acquire a 75% interests in the Beaufort Exploration Project in Victoria by spending $2,000,000 within five years commencing 20 May 2008. Range is required to spend $65,000 within six months of commencement and a further $200,000 before it can withdraw from the agreement. Range withdrew from the agreement on 27 August 2010.

There are no joint venture assets or liabilities.

There are no capital commitments or contingent liabilities in respect of these agreements.

25. Segment information For management purposes, the Company is organised into one main operating segment, which involves exploration and mineral deposits throughout Australia. All of the Company’s activities are interrelated, and discrete financial information is reported to the Board (Chief Operating Decision Makers) as a single segment. Accordingly, all significant operating decisions are based upon analysis of the Company as one segment. The financial results from this segment are equivalent to the financial statements of the Company as a whole. The accounting polices used by the Group in reporting segment internally are the same as those contained in note 2 to the accounts.

26. principal activities and OperationsOroya’s principal activities during the year were mineral exploration in Western Australia, Victoria and New South Wales.

In Western Australia the Company held exploration tenure at Roe Hills, Fraser Range, Bolgart and Mt Gibson South,

In Victoria and New South Wales Oroya is exploring for large gold and base metal deposits in the Lachlan Fold Belt, with 11 defined project areas, targeting mainly large tonnage disseminated gold deposits, in Central Western NSW, South-eastern NSW, Eastern Victoria and Central Victoria.

27. parent entity information2010

$2009

$Current assetsTotal assetCurrent liabilitiesTotal liabilitiesIssued capitalAccumulated lossesShare-based payment reserveTotal shareholders’ equity

239,1233,498,964(214,195)(227,314)

31,261,491(28,014,329)

24,4883,271,650

272,7713,152,262(190,686)(242,851)

30,321,982(27,437,059)

24,4882,909,411

Loss of the parent entityTotal comprehensive income of the parent entity

(577,270)(577,270)

(1,757,144)(1,757,144)

Notes to the Financial Statements continued

Page 55: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

53

In accordance with a resolution of the directors of Oroya Mining Limited, we state that:

In the opinion of the directors:

(a) the financial statements and notes of the consolidated entity are in accordance with the Corporations Act 2001, including:

(i) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2010 and of its performance for the year ended on that date; and

(ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and Corporations Regulations 2001;

(b) the financial statements and notes also comply with International Financial Reporting Standards as disclosed in Note 2 (b); and

(c) there are reasonable grounds to believe that the consolidated entity will be able to pay its debts as and when they fall due, subject to disclosure in Note 2(c).

This declaration has been made after receiving the declarations required to be made to the directors in accordance with Section 295A of the Corporations Act for the year ended 30 June 2010.

On behalf of the Board.

T J Carter K M K LimExecutive Director ChairmanPerth, 30 September 2010 Perth, 30 September 2010

Directors’ Declaration

Page 56: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

54

Independent Audit Report

Page 57: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

55

Page 58: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

56

introductionOroya Mining Limited (Oroya) values good corporate governance as a foundation for best serving the interests of its shareholders and for considerationof otherpeople affectedby theCompany’s activities.TheDirectorswill adhere toASXguidelinesoncorporate governance as appropriate to a Company of Oroya’s size and level of development.

Oroya’s practices are largely consistent with those of the ASX guidelines, however, where certain policies or committees recommended by ASX guidelines on corporate governance were not adopted during the year, the reasons for that are set out.

principle 1 - Lay solid foundations for management and oversightResponsibilities of the BoardThe Board, working with the senior management of the Company, is responsible for the overall performance of the Company.

Board responsibilities include:

• theperformanceoftheCompanyforthebenefitofitsshareholders;• recognisingitsrelationshipstoitsemployees,shareholders,suppliers,andthewidercommunity;• developmentandreviewofbusinessstrategiesandensuringthatappropriateresourcesareavailabletomeetitsobjectives;• defining,settingandmaintainingperformanceexpectationsfortheCompany;• appointingandreviewingtheperformanceoftheManagingDirector,otherExecutiveDirectorsandSeniorManagement;• approvalandmonitoringoffinancial,operationalandotherreporting;• ensuringthatthereareeffectivehealth,safety,environmentalandoperationalproceduresinplace;• monitoringcompliancewithregulatoryrequirementsandethicalstandards;and• ensuringappropriatecommunicationprocedureswithshareholders,includingaregularlyupdatedwebsite.

Responsibility for the overall management of Oroya’s business activities is delegated to the Managing Director who is accountable to the Board.

A copy of this document containing Board responsibilities is provided on the Company’s website at www.oroya.com.au.

Management responsibilities include:

• daytodaymanagementoftheCompanyunderBoarddirection;• monitoringfinancial,operationalandotherreporting;• utilisingappropriateresourcestomeetcorporateobjectives;• monitoring,identifyingandrecommendingappropriateriskmanagementprocedures;and• recommendingpoliciesandprocedurestoensurecompliancewiththestatutoryrequirementsoftheCompany.

Monitoring Board PerformanceThe Chairman reviews the performance of all Directors on an ongoing basis and any Director whose performance is considered unsatisfactory is asked to retire. The Chairman’s performance is reviewed by the other Board members.

The Board assesses the performance of each Director in accordance with their qualifications, skills and experience. Guidelines established by Oroya to assist with the evaluation of the performance of its Board members during the year include:

• ArequirementtoattendallBoardmeetings.Missingmorethanthreeconsecutivemeetingswithoutreasonableexcusewill result in that Director’s position being reviewed; and

• A requirement to attend all shareholders’ meetings. Non attendance without reasonable excuse will result in thatDirector’s position being reviewed.

The last review of the Board performance took place on 23 September 2009, in accordance with the Company’s guidelines and follows the resignation of 2 Directors and the appointment of Mr J Wellisch. No further changes were recommended to the Board composition at that time.

Corporate Governance

Page 59: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

57

principle 2 - Structure the board to add valueBoard StructureThe Board of Oroya includes Directors who provide the necessary skills and expertise necessary to provide strategic guidance andeffectivemanagementforaCompanyofitssizeandwithinitsfinancialcapacity.

The Board comprises three Directors. This number may be increased when additional expertise is required in specific areas or when an outstanding candidate, capable of making an appropriate contribution, is identified.

There are no non-executive or independent Directors on the Board at this time. The Board will review this situation as the Company grows and finances permit their appointment. The definition of “independence” in relation to a Director’s position in the company will be considered before the appointment of future Directors.

TheroleoftheChairpersonandChiefExecutiveOfficer(ManagingDirector)areexercisedbydifferentindividuals.

The Directors in office at the date of this report are as follows:

Mr K M K Lim (Executive Chairman) Mr T J Carter (Executive Director) Mr J Wellisch (Executive Director)

A profile of each Director containing the skills, experience, time in office and expertise relevant to the position held by each Director in office is included in the Directors’ Report of the annual report to shareholders.

The matters reserved for the Board are defined in Principle 1.

Nomination CommitteeThe Company does not have a Nomination Committee. If there is a Board vacancy for any reason, or where the Board considers that it will benefit from the appointment of a new Director with particular skills, members of the Board are asked to submit names and a short-list of candidates with appropriate qualifications and expertise together with their résumés. Before any candidate is nominated, the Director should identify the candidate’s other commitments to establish that they have sufficient time and are free of potential conflicts of interest to meet what is expected of them.

The most suitable candidate is then appointed but is required to retire and stand for re-election (if they choose to) at the next general meeting of shareholders.

New Directors are provided with a letter of appointment setting out their responsibilities and rights and a copy of the Company’s constitution. The Company’s constitution and the ASX Listing Rules require each Director to retire by rotation within a three year period following their appointment except for the Managing Director. The Company believes that their nomination for re-election should be based on their performance and the needs of the Company.

Directors should seek Board approval prior to accepting any new appointments to other Boards.

Independent Professional AdviceEach Director has the right to seek independent professional advice at the Company’s expense. However prior approval of the Chairperson is required, which would not be unreasonably withheld.

Page 60: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

58

principle 3 - promote ethical and responsible decision-makingEthical StandardsOroya is committed to the highest level of integrity and ethical standards in all business practices. All Directors and employees must conduct themselves in a manner consistent with current community and corporate standards and in compliance with all legislation. They are expected to act with the utmost integrity and objectivity, striving at all times to enhance the reputation and performance of the Company.

The Board has currently adopted the “Code of Conduct” for Directors as produced by the Australian Institute of Company Directors.

Dealing in Securities of the CompanyDirectors, officers and employees may acquire or dispose of securities in the Company provided that:

• theindividualisnotinreceiptofmaterialinformationthatisnotavailabletoorannouncedtothemarket;• trading in theCompany’s securities by themcomplieswith theCorporationsAct (2001), theASX Listing Rules and

Company Policy adopted from time to time;• theindividualissatisfiedthattheCompanyisnotabouttomakeanypricesensitiveannouncement;• theindividualfirstnotifiestheChairpersoninthecaseofaDirector,ortheCompanySecretaryinthecaseofanemployee

of their intended trading and subsequently advises them of its completion; and• anychangeinaDirector’sshareholdingisnotifiedtotheCompanySecretaryinatimelymannerforregulatoryfilingand

announcement.

Individuals who are unsure of their compliance with these policies are encouraged to consult with the Chairperson or Company Secretary prior to trading in the Company’s securities.

In addition, all Directors must notify the ASX of any acquisition or disposal of shares by lodgement of a Notice of Director’s Interests or a Notice of Change of Director’s Interests forms.

principle 4 - Safeguard integrity in financial reportingAudit CommitteeThe full Board considers those matters and issues that would usually fall to an Audit Committee. The Board does not consider the Company to be of a size or at a state of development to justify a separate Audit Committee at this time. This situation will be reviewed as the Company develops. The Board considers that no efficiencies or other benefits would be gained by establishing a separate Audit Committee.

Corporate Governance continued

Page 61: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

59

principle 5 - Make timely and balanced disclosureContinuous Disclosure PolicyASX Listing Rule 3.1 requires Oroya to immediately inform the market once it becomes aware of any information that a reasonable personwouldexpecttohaveamaterialeffectontheCompany’sequitysecurities.

Oroya is committed to best practice in complying with its continuous disclosure obligations under the Corporations Act and ASX Listing Rules. The Board aims to ensure that shareholders are informed of all information necessary to assess the performance of the Company through:

• theAnnualReport,which isdistributed toall shareholderseitherelectronicallyor inhardcopyat the shareholder’sdiscretion;

• half-yearreports,QuarterlyReports,andallASXannouncementswhicharepostedonOroya’swebsite;and• the Annual General Meeting and any General Meetings called to obtain shareholder approval for Board action as

appropriate.

Any executive Director can determine the type of information that needs to be disclosed and notifies the other Directors regarding the disclosure obligations. The disclosure content is then prepared by the Director(s) with the best knowledge of the disclosing matter. The Company also engages external public relations/editing experts to assist when required with the final document to ensure that it is expressed in a clear and objective manner and to assist with the public dissemination of the information.

Any mineral resource or reserve related statements are prepared by a “Competent Person” as required under ASX Listing Rule 5.10.

As part of the ASX e-lodgement process, the Company ensures that all Directors are notified by email from the ASX, immediately the document is released to market.

Responding to EnquiriesAll enquiries by stockbrokers, analysts, financial institutions or shareholders should be directed to one of the Directors.

No Oroya employee is to discuss any Company business with outside parties unless authorised by a Director.

Any employee contacted by an outside party regarding any business of the Company must refer them to a Director.

principle 6 - respect the rights of shareholdersShareholders RightsOroya believes that shareholders should have access to timely and relevant information and believe that the quickest way for its dissemination is by email or through the internet.

All relevant releases to the ASX are placed on the Company’s website www.oroya.com.au. This information includes copies of all relevant reports released by the Company as well as press releases, broker reports, unsolicited media comment and Company presentations.

Oroya encourages all interested parties to register their email address at the “Register for News” section on the website to receive Company information electronically after it is released to the market.

Oroya requests the external auditor to attend each Annual General Meeting.

Shareholders are also encouraged to attend the Annual General Meetings to ask questions of Directors, senior management and the Company’s external auditor.

Page 62: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

60

principle 7 - recognise and manage riskRisk ManagementRiskoversight,managementandinternalcontrolaredealtwithonacontinuousbasisbytheBoard,withdifferingdegreesofinvolvement from various Directors and Management, depending on the nature and materiality of the matter.

The Board has no formal policy in place to recognise and manage risk as required by Recommendation 7.1, as it considers, in the context of the size and nature of the Company, that it would not improve the process, however, practices are established such that:

• capitalexpenditureaboveacertainsizerequireBoardapproval;• financialexposuresarecontrolled;• occupational health and safety standards andmanagement systems aremonitored and reviewed to achieve high

standards of performance and compliance with regulations; and • businesstransactionsareproperlyauthorisedandexecuted.

The Board does not require assurance from the CEO and CFO relating to s.295A of the Corporation Act as it is not of a size to warrant the disclosure and the whole Board takes responsibility for the financial integrity and risk management processes.

Details of the Company’s financial risk management are provided in note 22 of the Financial Statements.

As part of the risk management process, the Company also maintains a comprehensive insurance program.

principle 8 - remunerate fairly and responsiblyRemuneration PolicyOroya does not have a remuneration committee. The whole board takes on the function of the remuneration committee with independent advice sought as required. The committee draws on comparative salary information determined by independent surveys conducted within the Australian mining industry, to gauge the appropriate terms of employment such that the Company isabletooffercompetitiveremunerationtoattractandretaintheservicesofqualityDirectorsandemployees.

The Board meets at least annually to review individual Director’s and officer’s remuneration. The Board reviews remuneration packages and policies applicable to executive and non-executive Directors and senior executives.

The Company does not apply any performance linked remuneration policies at this time but may do so if it is considered to be in the Company’s interest.

The Company, at present, does not provide equity-based remuneration.

Details of the remuneration of Directors are set out in the notes to the Financial Report in the Annual Reports of the Company.

Executive Service Agreements for the Directors expired during the year. Following Board changes in September 2009, new Service Agreements will be negotiated in accordance with the Company’s Corporate Governance guidelines.

The most recent remuneration review was on 23 September 2009 when the remuneration for the new Director, Mr Wellisch was approved. There were no increases for the other Directors during the year and it was agreed that their current remuneration remain unchanged.

Corporate Governance continued

Page 63: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

61

STATEMENT OF ISSUED SECURITIES AS AT 29 SEPTEMBER 2010

Securities1. The total number of holders of each class of security:

Ordinary Fully paid Shares(ASX code ORO)

Options(ASX code OROOA)

Number of Holders 1,327 428

2. Each shareholder of the Ordinary Fully Paid shares is entitled to one vote for each share held. There are no voting rights attached to the options.

3. The number and class of all securities on issue:

ASX Code Number Security DescriptionORO 1,004,042,316 Ordinary Fully paid sharesOROOA 251,584,592 Options expiring 1 December 2011 (exercisable at 0.8 cents each)

4. Distribution of equity securities.

Equity distribution Ordinary Shares (ORO) Options (OROOA)1 - 1,0001,001 - 5,0005,001 - 10,00010,001 - 100,000Over 100,000

335031

518695

71135

172203

TOTAL 1,327 428

5. The twenty largest ordinary fully paid shareholders (ORO) hold 40.23% of the issued capital and are tabled below:

Name Ordinary SharesIntercorp Pty Ltd 151,996,687Roget, R R & M <Lilybrook S/F A/C> 47,373,362Bright, Douglas Vincent 23,423,335Gallian, Nicole & Haynes, Kyle 19,000,000Shedden Assoc Pty Ltd <Shedden SF AC> 18,348,817DriffPtyLtd 15,000,000Karari Aust Pty Ltd 12,000,000Lim, M K 11,000,000Chua, P H 10,668,102Whisson, G & T <Aqua Research & MA> 10,100,000Worthington C H 10,000,000Specialist Magnetics Pty Ltd 9,400,001Delahunty, T P 9,000,000TaaffeLC 8,908,793Cleo Holdings Pty Ltd 8,901,000Hales & Co Pty Ltd 8,648,276French Cons Pty Ltd <French FamilyA/C> 7,897,000Upora Pty Ltd <Looten S/F A/C> 7,618,693Radom L & F <Radom S/F A/C> 7,300,000J P Morgan Nominee Aust. Ltd <Cash Income A/C> 7,076,739

403,660,751

Shareholders’ Information

Page 64: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

OrOya Mining LiMited aBn 16 009 146 794

62

6. The twenty largest option holders (OROOA) are tabled below:

Name OptionsIntercorp Pty Ltd 45,895,519Roget, R R & M <Lilybrook S/F A/C> 22,800,000Bright, D V 13,236,668Shedden Associates Pty Ltd <Shedden S/F A/C> 8,669,764Faranda, Albert, Michael 6,000,000Del Borello, A 5,555,555Delahunty, T P 5,333,335Sutherland, T R G 4,812,500Lim, M K 4,500,000GoffocanPtyLtd 4,358,334Burford M D 4,189,186Whisson G & T <Aqua Research & MA> 3,650,000Moore, F A 3,333,534Fallon, P J 3,125,000Hales & Co Pty Ltd 3,051,001Brizzi V & R L 3,050,000Del Borello, A <ADB A/C> 3,000,000Teasdale K J & A M 2,970,173Lim Super Pty Ltd <Lim S/F A/C> 2,666,668Specialist Magnetics Pty Ltd 2,666,667

152,863,904

Substantial Shareholder7. The Company received a substantial shareholder notice from Intercorp Pty Ltd on 16 July 2009. As at 29 September 2010,

Intercorp Pty Ltd and associate held 199,370,049 shares representing 19.86% of the issued capital.

unmarketable parcels8. The Company has 718 shareholders holding an unmarketable parcel of shares using a price of $0.003 per share.

Shareholders’ Information continued

Page 65: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

annuaL repOrt 2010

63

Tenement Schedule

aS at 29 SepteMBer 2010Project Tenement Registered Holder Oroya

WESTERN AUSTRALIARoe Hills EA 28/2117

EA 28/2118EA 25/402E 28/1933E 28/1935

Oroya Mining LimitedOroya Mining LimitedOroya Mining LimitedOroya Mining LimitedOroya Mining Limited

100%100%100%100%100%

Mt Barrett E 38/2053 Oroya Mining Limited 100%

NEW SOUTH WALESCraigie EA 3905 Oroya Mining Limited 100%Moruya E 6746

E 6747Oroya Mining LimitedOroya Mining Limited

100%100%

Pambula E 6716E 6731

Oroya Mining LimitedOroya Mining Limited

100%100%

Sofala(Wiagdon Thrust JV)1

E 6627E 6628E 6629E 6789E 7548E 7549E 7550E 7551E 7552E 7553

Oroya Mining LimitedOroya Mining LimitedOroya Mining LimitedOroya Mining LimitedOroya Mining LimitedOroya Mining LimitedOroya Mining LimitedOroya Mining LimitedOroya Mining LimitedOroya Mining Limited

30% fc30% fc30% fc30% fc30% fc30% fc30% fc30% fc30% fc30% fc

VICTORIABallarat North E 4943 Oroya Mining Limited 100%Beaufort E 4935 Oroya Mining Limited 100%Club Terrace E 4908

E 4934E 5238

EA 5061

Oroya Mining LimitedOroya Mining LimitedOroya Mining LimitedOroya Mining Limited

100%100%100%100%

Orbost EA 4933EA 4981EA 4984EA 5197

Oroya Mining LimitedOroya Mining LimitedOroya Mining LimitedOroya Mining Limited

100%100%100%100%

Mt Piper E 4947E 4948

Oroya Mining LimitedOroya Mining Limited

100%100%

LegendE Exploration LicenceEA Exploration Licence Applicationfc Free-carried

Footnotes1 Oroya free-carried to a decision to mine by JV partner, Neo Resources Ltd.

Page 66: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

This page intentionally left blank

64

Page 67: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

This page intentionally left blank

Page 68: 2010 Annual Report · BSc (Info Tech), Post Grad Dip (Proj Mgmt) (Executive Director) Tim Carter BSc(Hons), MAusIMM (Executive Director) Company Secretary Ken Lim BCom, CA, FTIA Registered

www.oroya.com.au