RNS Number:7557P
Mincorp Plc
10 March 2008
Mincorp PLC
Interim Report
for the six months ended 30 November 2007
CHAIRMAN'S STATEMENT
Dear shareholders,
BOARD CHANGES
Since the release of the annual report for 2007, there has been one change to
the board, being the resignation on 14th December 2007 of Jaafar bin Ahmad, a
non-executive director. The Board intends to appoint a replacement
non-executive director, and expects to commence its selection prior to 31 May
2008.
INVESTMENTS
The board is currently considering entering into a strategic relationship with
ATPK Resources Tbk which would see Mincorp becoming a joint venture partner
while remaining as a shareholder. Given the growing demand throughout Asia and
the current supply side constraints, the coal market is expected to continue to
tighten throughout 2008.
Moreover, Indonesian coal is at a significant cost / freight advantage to either
Australian or South African suppliers both of which have their own particular
infrastructural challenges being port congestion at Newcastle for Australian
producers and a disrupted power supply for their South African counterparts.
Coal remains a particularly important commodity in emerging markets being
responsible for over 70% of power generation in China, the devastating impact of
a disruption in coal supply to China was evidenced recently following unseasonal
storms that prevented coal extraction and distribution resulting in power
outages in over fifteen (15) provinces.
EXPLORATION PROJECTS
The company is confident of a positive ruling on the Mt Cadig case during 2008
in the Supreme Court and has undertaken a review of the board of Mincorp Asia as
well as appointing specialist legal counsel in the Philippines both to assess
the strength of the respective arguments and assist the company in achieving a
favourable outcome.
The company has been successful in securing the services of a team of highly
experienced specialist consultants based in Western Australia and is currently
completing the analysis and valuation of the New Waverly tenements based on the
drilling program that has been completed thus far.
We expect the results to be delivered during 2008 and expect demand for gold to
remain strong in the short to medium term, supported by geo-political tensions
that are driving the price of oil to record levels.
FUTURE FUNDING
The company plans to complete a fundraising during 2008 to support the further
development of the company's existing assets as well as raising funds for the
implementation of our obligations under the terms of any joint venture agreed to
with ATPK Resources Tbk.
The company is seeking opportunities with the potential of delivering positive
earnings within the short to medium term such as off-take agreements or similar
arrangements, rather than having exploration as its sole focus.
CONCLUSION
The company looks forward to the receipt of results and a comprehensive
valuation of the New Waverly tenements as well as achieving a positive outcome
in the Mt Cadig appeal. Moreover, we are confident of agreeing terms with ATPK
Resources Tbk which would allow Mincorp PLC to enter the tightening Asian coal
market.
On behalf of the board, I would like to thank our shareholders for their
continued support.
Mohd. Noordin bin Abdullah
Chairman
10 March 2008
CHIEF EXECUTIVE OFFICER'S REPORT
Dear shareholders,
It is my pleasure to present a report on the progress of Mincorp PLC and its
subsidiaries for the period ended 30 November 2007.
Mt Cadig Nickel Deposit, Philippines.
The Mt Cadig nickel deposit covers approximately 9,400 hectares and is located
250 km east of Manila on the Philippine island of Luzon and was first tested in
1970 by way of a shallow pitting program consisting of 103 shallow test pits
covering approximately 65% of the total concession. Conclusions subsequently
drawn from this exploration inferred reserves in the vicinity of 120 million
tons.
The current Exploration Permit Application has been made by Bonaventure Mining
Corporation (BMC), a wholly owned subsidiary of Mincorp Asia. However, title to
Mt Cadig is subject to an ongoing dispute with another Philippine corporation.
We remain confident of a favorable judgment on Mt Cadig during 2008 and look
forward to making material progress with this asset in the coming year.
Moreover, we have engaged a legal counsel with considerable tenement experience
within the Philippines to provide an independent opinion on the strength of the
respective arguments.
Furthermore, Mincorp PLC is currently reviewing the board of its subsidiary,
Mincorp Asia.
New Waverly Gold Mine, Western Australia
The New Waverly mine is within close proximity of Norseman, which is
approximately 200 kilometres south of Kalgoorlie in Western Australia's
goldfields. Mincorp PLC controls New Waverly through its wholly owned
subsidiary, Procnima Exploration Pty Ltd.
New Waverly is located on a similar structure to that which has produced over
1,800,000 ounces of gold, however the under-wall of the structure, which is
similar location to other proven quartz reefs is yet to be tested.
Mincorp PLC has appointed a team of independent specialist consultants to
complete a co-ordinated analysis of the completed drilling program in order to
ascertain the value and options with New Waverly at a time when the price of
gold is approaching all time highs.
Given the current outlook for gold prices, the board is excited about the
potential of New Waverly and will be in a position to make an informed decision
regarding the property's future during 2008.
ATPK Resources TBK
Mincorp PLC made a strategic acquisition (5.5%) of ATPK Resources TBK (hereafter
ATPK) and maintains its view that ATPK is an undervalued company with
approximately 78 million tons of coal reserves predominantly in East Kalimantan.
The coal market has tightened considerably since the writing of the annual
report due to both demand from China and disruptive supply side factors
including adverse climatic conditions and infrastructure unable to cope with the
increased volumes.
Project Development
Mincorp PLC has taken a different perspective to its investment in ATPK, and as
such the Company's relationship with ATPK is likely to enter a new phase during
the first quarter of 2008 with Mincorp PLC in advanced negotiations with ATPK to
enter into a joint venture agreement granting Mincorp PLC the exclusive mining
rights to selected tenement(s) over a period of five (5) years upon the
understanding that Mincorp PLC pay an agreed price per metric tonne that
reflects an attractive discount to that currently being achieved in the market.
Consequently, in its plan to deliver value and earnings to shareholders, Mincorp
PLC is making a strategic change in direction in no longer being a company
solely focused on exploration. The potential earnings from a five (5) year
agreement with ATPK will have a profound impact on the future and capabilities
of Mincorp PLC. Moreover, Mincorp PLC is exploring other resource opportunities.
Mincorp PLC is planning a fundraising to be completed within 2008 to further
develop the potential of the Company's existing assets and provide the necessary
funding to fulfil any obligations ensuing from the agreement with ATPK.
Matthew Steptoe
Chief Executive Officer
10 March 2008
Consolidated Income Statement
For the 6 months ended 30 November 2007
Notes � � �
Six months ended Six months Year ended 31
30 November 2007 ended 30 May 2007
(Unaudited) November 2006 (Unaudited)
(Unaudited)
Exploration costs - - (46,397)
Administrative expenses (90,080) (45,097) (164,722)
OPERATING LOSS (90,080) (45,097) (211,119)
Interest received - 370 370
Share of associate loss (46,522) - (37,430)
LOSS BEFORE TAXATION (136,602) (44,727) (248,179)
Taxation - - -
LOSS FOR THE PERIOD AFTER TAXATION (136,602) (44,727) (248,179)
Loss per share :
Basic 4 (0.04)p (0.04)p (0.15)p
Consolidated Statement of recognised income and expense
For the 6 months ended 30 November 2007
Notes � � �
Six months Six months Year ended 31
ended 30 ended 30 May 2007
November 2007 November 2006 (Unaudited)
(Unaudited) (Unaudited)
LOSS FOR THE PERIOD (136,602) (44,727) (248,179)
(Loss)/gains on revaluation of available (183,400) - 1,664,915
for sale investments taken to equity
Tax on items taken directly to equity 55,020 - (499,475)
NET (EXPENSE)/INCOME RECOGNISED DIRECTLY IN (128,380) - 1,165,440
EQUITY
TOTAL RECONGNISED INCOME AND (EXPENSE) FOR (264,982) (44,727) 917,261
THE PERIOD
Consolidated Balance Sheet
At 30 November 2007
Notes � � �
Six months Six months Year ended
ended 30 ended 30 31 May 2007
November 2007 November 2006 (Unaudited)
(Unaudited)
(Unaudited)
NON-CURRENT ASSETS
Project development costs 184,698 164,393 127,234
Property, plant and equipment 3,695 - 1,947
Available for sale investments 2,927,686 - 2,711,086
TOTAL NON-CURRENT ASSETS 3,116,079 164,393 2,840,267
CURRENT ASSETS
Trade and other receivables 437,681 309,361 432,138
Cash at bank and in hand 23,774 105,293 552,337
TOTAL CURRENT ASSETS 461,455 414,654 984,475
TOTAL ASSETS 3,577,534 579,047 3,824,742
CURRENT LIABLILITES
Trade and other payables (50,218) (15,666) (28,542)
TOTAL CURRENT LIABLITIES (50,218) (15,666) (28,542)
NET CURRENT ASSETS 411,237 398,988 955,933
NON-CURRENT LIABILITIES
Deferred tax liabilities (444,455) - (499,475)
Provisions (125,551) (55,725) (79,029)
(570,006) (55,725) (578,504)
TOTAL LIABILITIES (620,224) (71,391) (607,046)
NET ASSETS 2,957,310 507,656 3,217,696
EQUITY
Called up share capital 5 366,001 130,001 366,001
Share premium 2,063,664 555,279 2,063,664
Available for sale investment reserve 1,037,060 - 1,165,440
Foreign exchange reserve (617) (8,880) (5,213)
Retained earnings (508,798) (168,744) (372,196)
TOTAL EQUITY 2,957,310 507,656 3,217,696
Consolidated Statement of changes in equity (unaudited)
For the 6 months ended 30 November 2007
Share Share premium Available for Foreign Retained Total equity
capital sale exchange earnings
investment reserve
reserve
� � � � � �
At 1 June 2006 120,001 470,279 - (7,240) (124,017) 459,023
Loss for the period - - - - (44,727) (44,727)
Issue of shares 10,000 90,000 - - - 100,000
Share issue expenses - (5,000) - - - (5,000)
Currency translation - - - (1,640) - (1,640)
differences
At 30 November 2006 130,001 555,279 - (8,880) (168,744) 507,656
At 1 June 2006 120,001 470,279 - (7,240) (124,017) 459,023
Loss for the period - - - - (248,179) (248,179)
Issue of shares 246,000 1,600,400 - - - 1,846,400
Share issue expenses - (7,015) - - - (7,015)
Revaluation of available - - 1,664,915 - - 1,664,915
for sale investments
Deferred tax on available - - (499,475) - - (499,475)
for sale movements
Currency translation - - - 2,027 - 2,027
differences
At 31 May 2007 366,001 2,063,664 1,165,440 (5,213) (372,196) 3,217,696
Loss for the period - - - - (136,602) (136,602)
Revaluation of available - - (183,400) - - (183,400)
for sale investments
Deferred tax on available - - 55,020 - - 55,020
for sale movements
Currency translation - - - 4,596 - 4,596
differences
At 30 November 2007 366,001 2,063,664 1,037,060 (617) (508,798) 2,957,310
Consolidated Cash Flow Statement (Unaudited)
For the 6 months ended 30 November 2007
Notes � � �
Six months ended Six months Year ended 31
30 November 2007 ended 30 May 2007
(Unaudited) November 2006 (Unaudited)
(Unaudited)
CASH FROM OPERATING ACTIVITIES
Operating loss (90,080) (45,097) (211,119)
Depreciation charge 973 - 973
Exploration costs written-off - - 46,397
Currency gain/(loss) 4,596 (1640) (321)
Decrease/(increase) in other receivables and
prepayments (5,543) (53,908) (176,685)
Increase/(decrease) in trade and other 21,676 (21,584) (22,834)
payables
NET CASH OUTFLOW FROM
OPERATING ACTIVITIES (68,378) (122,229) (363,589)
INVESTING ACTIVITIES
Interest received - 370 370
Purchase of property, plant and equipment (2,721) (1,276) (2,920)
Expenditure on project development costs (57,464) - (8,166)
Purchase of available for sale investment (400,000) - (1,046,171)
NET CASH OUTFLOW FROM INVESTING ACTIVITIES (460,185) (906) (1,056,887)
FINANCING ACTIVITIES
Proceeds on issue of ordinary shares - 100,000 1,846,400
Transaction costs on issue of ordinary - (5,000) (7,015)
shares
NET CASH FROM FINANCING ACTIVITIES - 95,000 1,839,385
NET (DECREASE)/INCREASE IN CASH AND CASH
EQUIVALENTS (528,563) (28,135) 418,909
CASH AND CASH EQUIVALENTS AT BEGINNING OF
PERIOD 552,337 133,428 133,428
CASH AND CASH EQUIVALENTS AT END OF PERIOD 23,774 105,293 552,337
Notes to the Interim Report
For the 6 months ended 30 November 2007
1. Basis of preparation
The consolidated financial information has been prepared in accordance with
accounting policies which will be adopted in presenting the full year annual
report and accounts. The full year annual report and accounts will be prepared
for the first time in accordance with International Financial Reporting
Standards (IFRS) as adopted by the European Union.
The group has therefore applied IFRS for the six month period ended 30 November
2007, with comparative figures for the six month period ended 30 November 2006
also prepared under IFRS as adopted by the European Union.
In preparing this consolidated financial information, the Group has elected to
take advantage of provisions within IFRS 1"First-time adoption of International
Financial Reporting Standards" ("IFRS 1"), which offer certain exemptions from
applying IFRS to the opening IFRS balance sheet prepared at 1 June 2006. In
particular:
* IFRS 3, "Business Combinations", has not been applied retrospectively
to business combinations that occurred prior to 1 May 2006. The carrying amount
of goodwill in the opening IFRS balance sheet at 1 May 2006 is therefore its
carrying amount at that date under UK GAAP;
* IFRS 2, "Share-based payment", has not been applied to equity
instruments that were granted after 27 May 2004 and vested prior to 1 June 2006.
The interim financial information is unaudited and does not constitute statutory
financial statements within the meaning of section 240 of the Companies Act
1985.
The Group's statutory consolidated financial statements for the year ended 31
May 2007 were presented under UK GAAP, and have been delivered to the Registrar
of Companies. The report of the auditors on those financial statements was
unqualified and did not contain a statement under section 237 (2) or (3) of the
Companies Act 1985. Comparative figures for the year ended 31 May 2007
presented here are abridged and non-statutory, have been adjusted to reflect the
transition to IFRS and are unaudited.
2. ACCOUNTING POLICIES
The consolidated financial statements have been prepared on a historical cost
basis, except for derivative financial instruments, available for sale
investments and intangible assets acquired in a business combination, which have
been measured at fair value. The consolidated financial statements are presented
in sterling.
Statement of compliance
This consolidated financial information of Mincorp plc is prepared in accordance
with IFRS as adopted by the European Union with the exception of IAS 34 "Interim
Financial Reporting".
Basis of consolidation
The consolidated financial statements comprise the financial statements of
Mincorp plc and its subsidiaries as at 31 May each year. The financial
statements of the subsidiaries are prepared for the same reporting year as the
parent company.
All intra-group balances, transactions, income and expenses and profits and
losses resulting from intra-group transactions that are recognised in assets,
are eliminated in full.
Subsidiaries are fully consolidated from the date of acquisition, being the date
on which the Group obtains control, and continue to be consolidated until the
date that such control ceases. Control is achieved where the Company has the
power to govern the financial and operating policies of an investee entity so as
to obtain benefits from its activities.
Going concern
The financial statements have been prepared on the going concern basis, with no
adjustments in respect of the following concerns of the Group's ability to
continue to trade under that assumption.
The Group's cash flow forecast for the 12 months ending 30 November 2008,
highlights the fact that Company is expected to generate negative cash flow by
that date. The board of Directors, are evaluating all the options available,
including through the realization of the investment in the publicly traded
shares of ATPK Resources Tbk. as well as the injection of funds into the Group
during the next 12 months, and are confident that the necessary funds will be
raised in order for the Group to remain cash positive for the whole period and
to continue its exploration activities.
Interests in associates
An associate is an entity over which the Group is in a position to exercise
significant influence, but not control or joint control, through participation
in the financial and operating policy decisions of the investee. Significant
influence is the power to participate in the financial and operating policy
decisions of the investee but is not control or joint control over those
policies.
The results and assets and liabilities of associates are incorporated in these
financial statements using the equity method of accounting except when
classified as held for sale. Investments in associates are carried in the
balance sheet at cost as adjusted by post-acquisition changes in the Group's
share of the net assets of the associates, less any impairment in the value of
individual investments. Losses of the associates in excess of the Group's
interest in those associates are not recognised unless the Group has an
obligation to fund such losses.
Where a Group company transacts with an associate of the Group, profits and
losses are eliminated to the extent of the Group's interest in the relevant
associate. Losses may provide evidence of an impairment of the asset transferred
in which case appropriate provision is made for impairment.
Revenue
The Group had no revenue during the period ended 30 November 2007.
Foreign currencies
The Company's functional currency is Sterling (�). Each entity in the Group
determines its own functional currency and items included in the financial
statements of each entity are measured using that functional currency. As at the
reporting date, the assets and liabilities of these subsidiaries are translated
into the presentation currency at the rate of exchange ruling at the balance
sheet date and the subsidiary income statements are translated at the average
exchange rate for the year. The exchange differences arising on the translation
are taken directly to a separate component of equity.
All other differences are taken to the income statement with the exception of
differences on foreign currency borrowings, which, to the extent that they are
used to finance or provide a hedge against foreign equity investments, are taken
directly to reserves to the extent of the exchange difference arising on the net
investment in these enterprises. Tax charges or credits that are directly and
solely attributable to such exchange differences are also taken to reserves.
Goodwill and intangible assets
Intangible assets are recorded at cost less eventual amortisation and provision
for impairment in value. Goodwill on consolidation is capitalised and shown
within fixed assets. Positive goodwill is subject to an annual impairment
review, and negative goodwill is immediately written-off to the income statement
when it arises.
Exploration and project development costs
Exploration and project development costs are carried forward in respect of
areas of interest where the consolidated entity's rights to tenure are current
and where these costs are expected to be recouped through successful development
and exploration, or by sale. Alternatively, these costs are carried forward
while active and significant operations are continuing in relation to the areas
of interest and it is too early to make reasonable assessment of the existence
or otherwise of economically recoverable reserves. When the area of interest is
abandoned, exploration and evaluation costs previously capitalised are written
off to the income statement.
In accordance with the full cost method, all costs associated with mining
development and investment are capitalised on a project-by-project basis pending
determination of the feasibility of the project. Costs incurred include
appropriate technical and administrative expenses but not general overheads. If
a mining development project is successful, the related expenditures will be
written-off over the estimated life of the commercial ore reserves on a unit of
production basis. Impairment reviews will be carried out regularly by the
Directors of the Company. Where a project is abandoned, or is considered to be
of no further commercial value to the Company, the related costs will be written
off.
The recoverability of deferred mining costs and mining interests is dependent
upon the discovery of economically recoverable reserves, the ability of the
Group to obtain necessary financing to complete the development of reserves and
future profitable production or proceeds from the disposition of recoverable
reserves.
Significant accounting judgments, estimates and assumptions
(i) Significant accounting estimates and assumptions
The carrying amounts of certain assets and liabilities are often determined
based on estimates and assumptions of future events. The key estimates and
assumptions that have a significant risk of causing a material adjustment to the
carrying amounts of certain assets and liabilities within the next annual
reporting period are:
(ii) Impairment of goodwill and intangibles with indefinite useful lives
The Group determines whether goodwill and intangibles with indefinite useful
lives are impaired at least on an annual basis. This requires an estimation of
the recoverable amount of the cash-generating units to which the goodwill and
intangibles with indefinite useful lives are allocated.
(iii) Share-based payment transactions
The Group measures the cost of equity-settled transactions with employees by
reference to the fair value of the equity instruments at the date at which they
are granted. The fair value is determined using a Black-Scholes model.
Finance costs/revenue
Borrowing costs are recognised as an expense when incurred.
Finance revenue is recognised as interest accrues using the effective interest
method. This is a method of calculating the amortised cost of a financial asset
and allocating the interest income over the relevant period using the effective
interest rate, which is the rate that exactly discounts estimated future cash
receipts through the expected life of the financial asset to the net carrying
amount of the financial asset.
Cash and cash equivalents
Cash and short-term deposits 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.
Trade and other receivables
Trade receivables, which generally have 30 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 off when
identified.
Investments
Investments in subsidiary undertakings are stated at cost less any provision for
impairment in value, prior to their elimination on consolidation.
Investments are recognised and derecognised on a trade date where a purchase or
sale of an investment is under a contract where the terms require delivery of
the investment within the timeframe established by the market concerned, and are
initially measured at cost, including transaction costs.
Investments are classified as either held for trading or available for sale, and
are measured at subsequent reporting dates at fair value. Where securities are
held for trading, gains and losses arising from changes in fair value are
included in the income statement for the period. For available for sale
investments, gains and losses arising from changes in fair value are recognised
directly in equity, until the security is disposed of or is determined to be
impaired, at which time the cumulative gain or loss previously recognised in
equity is included in the income statement for the period. Impairment losses
recognised in the income statement for equity investments classified as
available for sale are not subsequently reversed through the income statement.
Impairment losses recognised in the income statement for debt instruments
classified as available for sale are subsequently reversed if an increase in the
fair value of the instrument can be objectively related to an event occurring
after the recognition of the impairment loss.
Financial instruments
The Group's financial instruments, other than its investments, comprise cash and
items arising directly from its operation such as trade debtors and trade
creditors. The Group has overseas subsidiaries in Australia whose expenses are
denominated in Australian Dollars. Market price risk is inherent in the Group's
activities and is accepted as such.
There is no material difference between the book value and fair value of the
Group's cash.
Deferred taxation
Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the tax computations, and is
accounted for using the balance sheet liability method. Deferred tax liabilities
are generally recognised for all taxable temporary differences and deferred tax
assets are recognised to the extent that it is probable that taxable profits
will be available against which deductible temporary differences can be
utilised.
Deferred tax is calculated at the tax rates that are expected to apply in the
period when the liability is settled or the asset is realised. Deferred tax is
charged or credited in the income statement, except when it relates to items
charged or credited directly to equity, in which case it is also dealt with in
equity.
Property, plant and equipment
Plant and equipment is stated at cost less accumulated depreciation and any
accumulated impairment losses. Land is measured at fair value less any
impairment losses recognised after the date of revaluation.
Depreciation is provided on all tangible assets to write off the cost less
estimated residual value of each asset over its expected useful economic life on
a straight-line basis at the following annual rates:
Property, plant and equipment - between 15% and 35%
All assets are subject to annual impairment reviews.
Impairment of assets
The Group assesses at each reporting date whether there is an indication that an
asset may be impaired. If any such indication exists, or when annual impairment
testing for an asset is required, the Group makes an estimate of the asset's
recoverable amount. An asset's recoverable amount is the higher of its fair
value less costs to sell and its value in use and is determined for an
individual asset, unless the asset does not generate cash inflows that are
largely independent of those from other assets and the asset's value in use
cannot be estimated to be close to its fair value. In such cases the asset is
tested for impairment as part of the cash-generating unit to which it belongs.
When 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.
Impairment losses relating to continuing operations are recognised in those
expense categories consistent with the function of the impaired asset unless the
asset is carried at revalued amount (in which case the impairment loss is
treated as a revaluation decrease).
An assessment is also made at each reporting date as to whether there is any
indication that previously recognised impairment losses may no longer exist or
may have decreased. If such indication exists, the recoverable amount is
estimated. A previously recognised impairment loss is reversed only if there has
been a change in the estimates used to determine the asset's recoverable amount
since the last impairment loss was recognised. If that is the case, the carrying
amount of the asset is increased to its recoverable amount. That increased
amount cannot exceed the carrying amount that would have been determined, net of
depreciation, had no impairment loss been recognised for the asset in prior
years. Such reversal is recognised in the income statement unless the asset is
carried at revalued amount, in which case the reversal is treated as a
revaluation increase. After such a reversal the depreciation charge is adjusted
in future periods to allocate the asset's revised carrying amount, less any
residual value, on a systematic basis over its remaining useful life.
Trade and other payables
Trade 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 these goods and services.
Provisions
Provisions are recognised when the Group has a present obligation (legal or
constructive) as a result of a past event, it is probable that 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.
When the Group expects some or all of a provision to be reimbursed, for example
under an insurance contract, the reimbursement is recognised as a separate asset
but only when the reimbursement is virtually certain. The expense relating to
any provision is presented in the income statement net of any reimbursement.
Earnings per share
Basic earnings per share is calculated as net profit attributable to members of
the parent, adjusted to exclude any costs of servicing equity (other than
dividends) and preference share dividends, divided by the weighted average
number of ordinary shares, adjusted for any bonus element.
Diluted earnings per share is calculated as net profit attributable to members
of the parent, adjusted for:
* costs of servicing equity (other than dividends) and preference share
dividends;
* the after tax effect of dividends and interest associated with dilutive
potential ordinary shares that have been recognised as expenses; and
* other non-discretionary changes in revenues or expenses during the period that
would result from the dilution of potential ordinary shares; divided by the
weighted average number of ordinary shares and dilutive potential ordinary
shares, adjusted for any bonus element.
3. EXPLANATION OF TRANSITION TO IFRS
This note presents and explains the unaudited restatement to an IFRS basis of
the Group's results and shareholders' equity for the six months ended 30
November 2006 and the year ended 31 May 2007, and shareholders' equity at 1 June
2006, the date of transition to IFRS, which were previously reported under UK
Generally Accepted Accounting Practice ('UK GAAP'). The restated figures for the
year ended 31 May 2007 will form the comparative information for the Group's
first annual IFRS financial statements for the year ending 31 May 2008.
There have been no changes to the losses of the group in the transition to IFRS.
Detailed reconciliations between UK GAAP and IFRS are shown below:
Reconciliation of equity at 31 May 2006 Under UK GAAP Re-allocation of Under IFRS
provision
� � �
NON CURRENT ASSETS
Project development costs 163,117 163,117
Property, plant and equipment - -
Available for sale investments - -
TOTAL FIXED ASSETS 163,117 163,117
CURRENT ASSETS
Trade and other receivables 255,453 255,453
Cash at bank and in hand 133,428 133,428
TOTAL CURRENT ASSETS 388,881 388,881
TOTAL ASSETS 551,998 551,998
CURRENT LIABLILITES
Trade and other payables (92,975) 41,599 (51,376)
TOTAL CURRENT LIABLITIES (92,975) 41,599 (51,376)
NET CURRENT ASSETS 295,906 41,599 337,505
NON-CURRENT LIABILITIES
Deferred tax liabilities - -
Provisions - (41,599) (41,599)
- (41,599) (41,599)
TOTAL LIABILITIES (92,975) (92,975)
NET ASSETS 459,023 - 459,023
EQUITY
Called up share capital 120,001 120,001
Share premium 470,279 470,279
Available for sale investment reserve - -
Foreign exchange reserve (7,240) (7,240)
Retained earnings (124,017) (124,017)
TOTAL EQUITY 459,023 - 459,023
Reconciliation of equity at 30 November 2006 Under UK GAAP Re-allocation of Under IFRS
provision
� � �
NON CURRENT ASSETS
Project development costs 164,393 164,393
Property, plant and equipment - -
Available for sale investments - -
TOTAL FIXED ASSETS 164,393 164,393
CURRENT ASSETS
Trade and other receivables 309,361 309,361
Cash at bank and in hand 105,293 105,293
TOTAL CURRENT ASSETS 414,654 414,654
TOTAL ASSETS 579,047 579,047
CURRENT LIABLILITES
Trade and other payables (71,391) 55,725 (15,666)
TOTAL CURRENT LIABLITIES (71,391) 55,725 (15,666)
NET CURRENT ASSETS 343,263 55,725 398,988
NON-CURRENT LIABILITIES
Deferred tax liabilities - -
Provisions - (55,725) (55,725)
- (55,725) (55,725)
TOTAL LIABILITIES (71,391) (71,391)
NET ASSETS 507,656 - 507,656
EQUITY
Called up share capital 130,001 130,001
Share premium 555,279 555,279
Available for sale investment reserve - -
Foreign exchange reserve (8,880) (8,880)
Retained earnings (168,744) (168,744)
TOTAL EQUITY 507,656 - 507,656
Reconciliation of equity at 31 May 2007 Under UK GAAP Provision & Fair Under IFRS
Value
adjustments
� � �
NON CURRENT ASSETS
Project development costs 127,234 127,234
Property, plant and equipment 1,947 1,947
Available for sale investments 1,046,171 1,664,915 2,711,086
TOTAL FIXED ASSETS 1,175,352 1,664,915 2,840,267
CURRENT ASSETS
Trade and other receivables 432,138 432,138
Cash at bank and in hand 552,337 552,337
TOTAL CURRENT ASSETS 984,475 984,475
TOTAL ASSETS 2,159,827 1,664,915 3,824,742
CURRENT LIABLILITES
Trade and other payables (107,571) 79,029 (28,542)
TOTAL CURRENT LIABLITIES (107,571) 79,029 (28,542)
NET CURRENT ASSETS 876,904 79,029 955,933
NON-CURRENT LIABILITIES
Deferred tax liabilities - (499,475) (499,475)
Provisions - (79,029) (79,029)
- (578,504) (578,504)
TOTAL LIABILITIES (107,571) (499,475) (607,046)
NET ASSETS 2,052,256 1,165,440 3,217,696
EQUITY
Called up share capital 366,001 366,001
Share premium 2,063,664 2,063,664
Available for sale investment reserve - 1,165,440 1,165,440
Foreign exchange reserve (5,213) (5,213)
Retained earnings (372,196) (372,196)
TOTAL EQUITY 2,052,256 1,165,440 3,217,696
Cashflow statement
As a result of the transition to IFRS, there were no material differences
between the cashflow statement presented under IFRS and that presented under UK
GAAP.
4. LOSS PER SHARE
Six months ended Six months ended Year ended
30 November 2007 30 November 2006 31 May 2007
(Unaudited) (Unaudited) (Audited)
Basic Loss for the period
Loss (�s) (136,602) (44,727) (248,179)
Weighted Average Number of Shares 366.00 million 125.57 million 167.87 million
Loss Per Share - pence (0.04)p (0.04)p (0.15)p
The basic earnings per share has been calculated on a loss on ordinary
activities after taxation of �136,602 (31 May 2007: �248,179 loss) and on 366.00
million (31 May 2007: 167.87 million) ordinary shares being the average number
of shares in issue and franking for dividend during the period. No diluted loss
per share is presented as the effect of exercise of outstanding options is to
decrease the loss per share.
5. SHARE CAPITAL
The authorised share capital of the Company and the called up and fully paid
amounts at 30 November 2007 were as follows:-
� � �
Six months ended Six months ended Year ended
30 November 2007 30 November 2006 31 May 2007
(Unaudited) (Unaudited) (Audited)
Authorised:
1,000,000,000 ordinary shares of 0.1p each 1,000,000 1,000,000 1,000,000
Allotted, called up and fully paid:
Beginning of the period 366,001 120,001 120,001
Issued 21 August 2006 at a price of 1p per - 10,000 10,000
share
Issued 31 March 2007 at a price of 0.74p - - 236,000
per share
366,001,000 ordinary shares of 0.1p each at 366,001 130,001 366,001
the end of the period
6. POST BALANCE SHEET EVENTS
On 14 December 2007, Jaafar bin Ahmad resigned as a non-executive director.
INDEPENDENT REVIEW REPORT TO MINCORP PLC
Introduction
We have been engaged by the Company to review the financial information for the
six months ended 30 November 2007 which comprises the Consolidated Income
Statement, Consolidated Statement of Recognised Income and Expense, Consolidated
Statement of Changes in Equity, Consolidated Balance Sheet, Consolidated Cash
Flow Statement, and the related notes. We have read the other information
contained in the half-year report and considered whether it contains any
apparent misstatements or material inconsistencies with the financial
information.
This report is made solely to the Company in accordance with guidance contained
in ISRE 2410 (UK and Ireland) "Review of Interim Financial Information Performed
by the Independent Auditor of the Entity" issued by the Auditing Practices
Board. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the company, for our work, for this report,
or for the conclusions we have formed.
Directors' responsibilities
The half-yearly financial report is the responsibility of, and has been approved
by, the Directors. The directors are responsible for preparing the half-yearly
financial report in accordance with the Disclosure and Transparency Rules of the
United Kingdom's Financial Services Authority.
As disclosed in Note 1, the next annual financial statements of the Group will
be prepared in accordance with those IFRSs adopted for use by the European
Union. This interim report has been prepared in accordance with the requirements
of IFRS1, "First Time Adoption of International Financial Reporting Standards"
relevant to interim reports.
The accounting policies are consistent with those that the directors intend to
use in the next financial statements. The condensed set of financial statements
included in this half-yearly financial report has been prepared in accordance
with the Accounting Standards Board Statement "Half-Yearly Financial Reports."
Our Responsibility
Our responsibility is to express to the Company a conclusion on the condensed
set of financial statements in the half-yearly financial report based on our
review.
Scope of Review
We conducted our review in accordance with International Standard on Review
Engagements (UK and Ireland) 2410, "Review of Interim Financial Information
Performed by the Independent Auditor of the Entity" issued by the Auditing
Practices Board for use in the United Kingdom. A review of interim financial
information consists of making enquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other review
procedures. A review is substantially less in scope than an audit conducted in
accordance with International Standards on Auditing (UK and Ireland) and
consequently does not enable us to obtain assurance that we would become aware
of all significant matters that might be identified in an audit. Accordingly, we
do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe
that the condensed set of financial statements in the half-yearly financial
report for the six months ended 30 November 2007 is not prepared, in all
material respects, in accordance with International Accounting Standard 34 as
adopted by the European Union and the Disclosure and Transparency Rules of the
United Kingdom's Financial Services Authority.
CHAPMAN DAVIS LLP
Chartered Accountants
2 Chapel Court
London SE1 1HH
10 March 2008
The maintenance and integrity of the Mincorp Plc website is the responsibility
of the directors; the work carried out by the auditors does not involve
consideration of these matters and, accordingly, the auditors accept no
responsibility for any changes that may have occurred to the financial
information since it was initially presented on the website.
Mincorp PLC
Company Information
Directors
Jocelyn Arreza
Matthew Steptoe
Thanggaya Munusamy
Mohd. Noordin bin Abdullah
Joint Secretaries
Jocelyn Arreza
Rajakumaran Rajadurai
Registered office
1 Park Place
Canary Wharf
London, E14 4HJ
Nominated Adviser
Nabarro Wells & Co Ltd
Saddlers House
Gutter Lane
London EC2V 6HS
Broker
Keith, Bayley, Rogers & Co. Ltd
Sophia House
76-80 City Road
London EC1Y 2EQ
Auditors
Chapman Davis LLP
No.2 Chapel Court
London SE1 1HH
Registrar
Share Registrars Ltd
Craven House
West Street
Farnham
Surrey GU9 7EN
Registered number
05140143
Enquiries:
Mincorp plc Matthew Steptoe 659 247 1999
Nabarro Wells & Co. Limited Hugh Oram +44 207 710 7400
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR GGGMFKGZGRZM
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