Annual Report 2011 For personal use only - asx.com.au fileCorporate Report Directors Report Financial Statements Notes ... then urea. The processes are very similar – utilising coal’s

Annual Report 2011

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Liberty Resources LimitedAnnual Report 2011

Contents

The Liberty VisionAustralia’s Fertiliser Future

Liberty aims to grow into a significant company by using its extensive deep coal potential – to produce urea fertiliser. The potential to be an extremely low cost producer is especially attractive in Australia, which remains a net importer of Urea fertiliser.

In other areas, mineable coal potential has been identified and exploration proposals are being advanced. Increasing demand for coal presents additional business opportunities for traditional coal exploration and mining.

The Company is committed to maximising its value and reducing risks to its future growth.

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Contents

Chairman’s Letter

Corporate Directory

The Year in Snapshot

Company Overview

Corporate Report

Directors Report

Financial Statements

Notes

Directors Declaration

Auditors Independence Declaration

Independent Auditors Report

Shareholder Information

Tenement Register

Australia’s Fertiliser FutureUrea Corp of Australia

Our number one priority is to establish a coal-to-fertiliser business in Queensland.

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Letter from the Chairman

It has been another exciting, but challenging year for your CompanyLiberty Resources identified prospects for traditional coal exploration and identified a substantial new business opportunity, namely value adding coal to produce urea fertiliser. The production of urea fertiliser from coal is a compelling opportunity.

This can be achieved by mining coal and converting it into syngas then urea, or by converting the coal underground into syngas, then urea.

The processes are very similar – utilising coal’s enormous energy to produce hydrogen syngas which is then converted into ammonia products, including urea. The advantages of conversion underground, as opposed to above ground processing include much lower capital and operating costs than current fertiliser industry costs. The advantage of processing mined coal above ground is lower perceived risk. Both approaches are now being investigated, with the dual aims of reducing costs and mitigating risks for the Company.

The Company joined the International Fertilizer Association (IFA) and expanded its business partnerships to include an organisation with plant nutrition expertise as well as production and marketing of fertiliser in Australia and China.

I increased my commitment to the company during recent difficult share market times, investing in new shares through on market purchases and supporting the rights issue.

We look forward to a year of progress and improving conditions for our shareholders. The Company is focused on meeting two essential needs: supply of food (fertiliser) and energy (coal). We believe this focus will be rewarded as the global capital market turmoil, occurring at the time of writing this letter, has passed us.

Andrew Haythorpe

Chairman and Managing Director

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Corporate DirectoryAuditors

HLB Mann Judd Level 4

130 Stirling Street

PERTH WESTERN AUSTRALIA 6000

Share Registry

ComputershareLevel 2

45 St. Georges Terrace

PERTH WESTERN AUSTRALIA 6000

Company

Officers

Andrew Haythorpe

Chairman

& Managing Director

James Becke

Non-Executive Director

Michael Fry


Catherine Anderson

Company Secretary

Registered & Principal Office

Suite B3

431 Roberts Road

SUBIACO

WESTERN AUSTRALIA 6000

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The year in summary

1 Surplus Tenements Sold Sale of non-core tenements for $0.55m cash proceeds. Total sales for cash and shares $3.125m.

2 Fertiliser Strategy Commitment to the Urea Corp Fertiliser Project.

3 Coal Sampling Results Coal suitability for coal gasification evaluated. Samples assayed with positive results.

4 TOE Shares Sold $0.552m proceeds from disposal of shares.

5 Rights Issue Rights Issue raised $1.556m.

6 Two Advisory Panels Formed A scientific advisory panel was initiated by the Company, as was a specialist corporate advisory panel.

7 Urea Corp Evolved Liberty subsidiary renamed “Urea Corp of Australia Pty Ltd’ to emphasise the new business opportunity.

8 Fertiliser Expertise Rural Liquid Fertiliser (RLF) International engaged to advance the Urea Corp Fertiliser Project.

9 Project Plan Started The Fertiliser Project Plan and Independent technical review process formally commenced.

10 OTCQX in the USA Liberty Resources listed on the OTCQX in the United States.

11 Dundee Corporation Dundee Corporation ( Canada) invested $2.2 million in the Company.

12 Urea Marketing Negotiations for future off take of Urea and Ammonia commenced.

13 IAS consultation Completed the Draft Initial Advice Statement for Queensland Government.

“Congratulations and thank you to the team at Liberty who laid the foundation for future growth.” F

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Company Overview

Company Aims:

Maximise the value of our tenement portfolio

Focus on the commercialisation of the Urea Corp Fertiliser Project

Implement funding strategies in light of the new global economic environment

Liberty focused on two key objectives during the year.

The first was to rationalise the large portfolio of exploration tenements and extract the greatest value from these. The Company sold 5 tenements, relinquished low priority tenements and retained the balance for the future growth of the Company.

The second was the recognition of the potential value, and deliverability, of the Urea Corp Fertiliser Project. Liberty developed detailed project plans and financial models with a view to either confirming the attractiveness of the Project or looking elsewhere for future growth. Independent experts reviewed and validated Liberty work to ensure its sound basis. Importantly, preparation of significant information needed for permitting and approval commenced.

Last year Liberty identified these opportunities and this year focused on progressing them. The potential to create a new Australian fertiliser industry by developing a world-class ammonia and urea production facility, based on coal, we believe is an important opportunity for the Company.

The Urea Corp Fertiliser Project

Off-Take Partnering strategy

Project Permit & Approval process commenced

Future Financing Strategy commenced

The Project

Liberty proposes to use the world’s best practice manufacturing techniques to produce urea fertiliser for the Australian and global markets. Gas refining, water cleaning, and environmental management systems form a substantial part of this integrated project proposal.

Australia is currently a net importer of urea. One of the benefits of this project proposal will be to reverse this trade imbalance so that Australia will not only become self-sufficient in the production of urea but will also become a significant exporter to the world markets.

Internal scoping studies and independent studies estimate that this project, using the below ground production technique, will produce urea at a very low cost, significantly less than the published 2009 global average urea cost of $173/tonne (Integer Research Limited UK Nitrogen Report 2011). This indicates a significant competitive advantage over the existing global industry and is expected to provide benefits for the Australian farming industry.

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The Company is now progressing with aboveground gasification of coal in the initial Project Stage I, which may be followed in later expansions from below ground syngas. Further detailed scoping work has commenced.

Plant Location

Subject to Government approvals, the preferred plant location is north of Injune, Central Queensland, on company coal tenements EPC1435 and MDLA446 in the Denison Trough. This proposal will require a gas pipeline to a urea plant to be constructed near the Port of Gladstone.

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The preferred Project Site is located in State Forest with little competing usage. Initial investigations reveal that it has many important positive attributes including;

• low or modest cultural heritage value• negligible Significant Strategic Cropping land issues • negligible farming activity and value• negligible proposed township protection zone impact• negligible wild rivers protection issues• minimal value timber and limited logging activity• negligible National Parks or World Heritage value• significant future potential coal resource value

These attributes compensate to a large degree for the site’s remote location.

Proposed Site Location

The Project will use existing technologies, consisting of eight major components:

• coal gasification facilities (above or below ground)• gas clean up• ammonia plant• pipeline • water treatment plant• power generation• air separation unit• urea facilities

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The Project proposes to locate the Urea finishing plant near the Port of Gladstone and feed this with ammonia and carbon dioxide via pipeline.

During the year Liberty engaged a number of groups to assist with the establishment of an off-take agreement with a third party. The off-take strategy is considered one of the key initial requirements for the development of the Project.

The Project was introduced to some of the world’s largest fertiliser companies and the response was encouraging. Negotiations with interested parties continue.

The company also focused on the preparation of the Project’s Initial Advice Statement (IAS). This is a document aimed at gaining a “Significant Project Declaration” from the Queensland Government. This is an important milestone as it sets the Terms of Reference for the Environmental Impact Statement and facilitates the permitting process.

Offtake partnering, Government facilitation and the technical work form the foundation to secure finance for the Project.

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Exploration Tenements

QueenslandThe Company held 19 granted Exploration Permits for Coal, 5 Exploration Permit for Coal Applications and 4 Mineral Development License Applications in Queensland as at June 30, 2011.

During the year, further modelling and data gathering was carried out with a view to define both coal mining potential and Fertiliser Project potential.

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Denison Trough – 100% LBY owned

Two Mineral Development Licence Applications (MDLA’s) were lodged in 2010. This now forms the basis of the Urea Corp Fertiliser Project proposal.

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Galilee Basin – 100% LBY owned

Tenement commitments over the Galilee have been reduced as specific Project areas of interest are being selected for further work.

The MDLA was lodged in 2009.

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Surat Basin – 100% LBY owned

The Surat Basin is prospective for both shallow coal and deeper coal. Geological interpretation and modelling was conducted during this period, which indicated key projects areas for future evaluation.

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South Australia - Renmark Basin – 100% LBY owned

During the year one exploration licence was granted, while the other remains an application. These licences cover the Renmark Basin, which is considered prospective for Permian age coals. The area is also considered prospective for lignite coal.

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Canada - Saskatchewan – 100% LBY owned

The Province covers a large area of the Mannville Coal Measures where Eocene age thermal coals have already been mined in part.

The Company has approximately 9,400 hectares of potential coal bearing formation across thirteen Coal Prospecting Permits.

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Corporate ReportDirectorsAndrew Haythorpe

Chairman & Managing Director

Andrew Haythorpe is a geologist (BSc Hons) by profession and has been associated with the mining and exploration sector for over 20 years. Andrew is experienced in evaluating the technical and financial aspects of mining projects while working as a mining analyst for Suncorp, County Natwest and Hartley Poynton, and then as a Fund Manager with Bankers Trust.

Andrew has previously served as Managing Director of Crescent Gold and Michelago Resources and as a Non Executive Chairman of Central Kalgoorlie Gold Mines and Aurox Resources.

James Becke


James (Jim) Becke holds a Bachelor of Economics degree from the University of Tasmania. Jim has 35 years’ experience in all facets of the Australian capital markets, including debt, equity and synthetic markets.

Jim was a founding director of Macquarie Bank Limited, a founding Director of Austraclear Limited and a Director of Capital Markets, Dresdner International Financial (Australia) Limited.

Michael Fry


Michael Fry holds a Bachelor of Commerce from the University of Western Australia, a fellow of the Financial Services Institute of Australasia and is a member of the Australian Securities Exchange. Michael has extensive experience in capital markets and corporate treasury management specializing in the identification of commodity, currency and interest rate risk and implementation of risk management strategies.

Michael is currently Non-Executive Chairman of Red Fork Energy Limited, Sunset Energy Limited, Norwest Energy NL and Winchester Resources Limited. Over the past three years Michael has held directorships including, Solimar Energy Limited and Chrysalis Resources Limited.

Catherine Anderson

Company Secretary

Catherine Anderson is a legal practitioner admitted in Western Australia and Victoria and has over 20 years-experience in both private practice and in house legal roles from working in Melbourne and Perth, particularly in the area of capital raisings and corporate structures. During her career, Catherine has advised on all aspects of corporate and commercial law and today brings a wealth of experience to Liberty.

Catherine also has experience in company secretarial roles for ASX listed resource companies, as well as having been a director of an ASX listed junior. She currently also provides consultancy services to entities wishing to proceed to IPO and listing of the ASX, and has twice been nominated for the Telstra Business Woman of the Year Award for an online retail business she established in 2007.

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Directors Meetings

The number of Directors’ meetings and number of meetings attended by each Director during the year were:

Andrew Haythorpe

James Becke

Michael Fry

Held

9

9

9

Present

9

9

9

Directors ReportAudit Committee Meetings

The number of Audit Committee meetings and number of meetings attended by each member Director during the year were:

Andrew Haythorpe

James Becke

Michael Fry

Held

-

1

1

Present

-

1

1

Directors Interests

The Directors’ relevant interests in shares and options held as at the date of this report are:

Andrew Haythorpe

James Becke

Michael Fry

Number of fully paid ordinary shares

23,491,556

125,000

2,216,438

Number of options over fully paid shares

13,030,205

1,025,000

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Directors Indemnification & Insurance

The company has agreed to indemnify the directors for any liabilities to another person (other than the Company or related body corporate) that may arise from their positions of the Company, except where the liability arises out of conduct involving a lack of good faith. During the year the Company paid for an insurance contract that covered the Directors and officers of the Company (and controlled entities) against any liabilities incurred in the course of their duties and to the extent permitted by the Corporations Act 2001.

Corporate Governance

Recognising the need for the highest standards of corporate behavior and accountability, the directors fully support and have adhered to the principles of sound corporate governance. The directors have adopted the recommendations of the Australian Securities Exchange Corporate Governance Council. The directors believe that the company has and is in compliance with those guidelines which are important to the commercial operation for a junior resources company. A corporate Governance Statement is included as part of this report.

Results

Result

The loss after tax attributable to members of the Group for the financial year ending 30 June 2011 was:

$ 993,924

(2010: $3,321,054)

Earnings Per Share

The basic loss per share for the Group for the financial year ending 30 June 2011 was:

$0.006 per share

Dividends

No dividends have been paid or declared during the financial year.

The directors do not recommend the payment of a dividend.

Principal Activities

The principal activities of the Company during the course of the financial year ending 30 June 2011 are exploration and evaluation of mineral interests.

Significant Changes in the State of Affairs

There have been no significant changes in the State of Affairs of the Company to the date of this report.

Significant Events after Balance Date

Liberty announced on the 3rd of August 2010 that a subsidiary (Boab Energy Pty Limited) had entered into a Sale Agreement with Blackwood Coal Pty Limited. Since that announcement Liberty has received $500,000 in August 2010 and $500,000 in August 2011. Liberty expects to be issued $2,000,000 of shares towards the end of 2011, with a 20% premium if the same are escrowed by Australian Stock Exchange Limited.

Employees

As at the 30 June 2011, the Company had four full-time employees.

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Options on Issue

During the financial year ending 30 June 2011 69,684,767 options were issued. The details of options over unissued shares in Liberty as at the date of this report are set out below;

2011 Number 2010 Number Exercise Price Expiry Date

2,200,000 45.0c 15/11/20136,000,000 10.0c 30/06/20132,000,000 12.5c 19/07/20154,000,000 15.0c 04/01/20144,850,000 12.5c 30/06/20133,500,000 10.0c 08/03/20131,000,000 15.0c 08/03/2013

9,000 15.0c 16/02/20142,000,000 12.6c 15/04/20147,500,000 20.0c 26/04/2013

250,000 30.0c 14/02/20142,500,000 20.0c 27/06/2013

34,625,767 10.0c 30/06/201310,950,000 45.0c 15/11/2013

69,684,767 10,950,000

The 34,625,767 options are listed (LBYO) and carry no dividend or voting rights. Upon exercise, each option is convertible into one ordinary share

to rank equally in all respects with the Company’s existing fully paid ordinary shares. The balance of the options are not listed.

Options Forfeit, Cancelled, Expired or Lapsed

Forfeit or Cancelled Expired or Lapsed

11,515,000 3,750,000

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Remuneration Report

This report outlines the remuneration for the Company key executive for the financial year ending 30 June 2011. The information provided in this report has been audited as required by section 308(3C) of the Corporations Act.

This report details the remuneration arrangements for the key personnel; who are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Company, directly or indirectly, including any Director of the Company.

Key Personnel

Andrew Haythorpe

James Becke

Michael Fry

Details

Commenced 25 August 2008 + subject to re-election as required.

Commenced 11 November 2008 + subject to re-election as required.

Commenced 19 July 2005 + subject to re-election as required.

Amount

$300,000 (2011)

$300,000 (2010)

$36,000 (2011)

$36,000 (2010)

$36,000 (2011)

$36,000 (2010)

The remuneration and other terms of engagement for these Key Personnel are formalised in written service agreements and are subject to termination based on constitutional breach of the code of conduct.

Remuneration Committee

During 2011 the remuneration committee met once to discuss and review Directors, Company Secretary and senior management remuneration. The function of the remuneration committee is to assess the nature and amount of remuneration for directors and senior management and decide on its appropriateness with reference to comparable employment market conditions. The overall objective is to achieve maximum stakeholder benefit from the retention of high quality personnel.

Remuneration Philosophy

The performance of the Company depends upon the quality of the directors and key management personnel. The philosophy of the company in determining and establishing remuneration are:

Set competitive remuneration packages

to attract and retain high calibre employees

Link the executive remuneration rewards to shareholder value

creation

Establish appropriate, demanding performance

hurdles for variable executive remuneration

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Remuneration Structure

In accordance with best practice corporate governance practices the structure of executive director and non-executive director remuneration is separated.

Non-executive Director Remuneration

The board seeks to set aggregate remuneration at a level that provides the Company with the ability to attract and retain Directors of the highest caliber at a cost acceptable to shareholders.

The ASX listing rules specify that the aggregate remuneration of non-executive Directors should be determined from time to time by a general meeting. This meeting was held on 10 November 2008 where shareholders approved an aggregate remuneration amount of $250 000 per annum.

This amount and the manner in which it is apportioned amongst the directors is reviewed annually by the board. The board considers advice from external shareholders as well as the fees paid to non-executive directors of comparable companies when undertaking this review process.

Each Director receives a fee for being a director of the Company. An additional fee may be paid for each board committee on which the director sits. The remuneration of non-executive directors for the year ending 30 June 2011 is detailed in this report.

Executive Director Remuneration

Remuneration consists of a fixed amount. The shareholders may approve a variable component payment as part of the short and long term incentive schemes.

Fixed Remuneration

Fixed remuneration is reviewed annually by the remuneration committee. This process consists of a review of relevant comparable and comparative remuneration in the marketplace and internally in the Company, an, where appropriate, external advice on policies and practices. The committee has access to external, independent advice when necessary.

Variable Remuneration

The objective of the short term incentive program is to link the achievements of the Company’s operational targets with the remuneration received by the executives charged with meeting those targets.

The total potential short term incentive available is set at a level so as to provide sufficient incentive to the senior manager to achieve the operational targets and such that cost to the Company is reasonable in these circumstances.

During the year ending 30 June 2011 no variable remuneration payments have been made. No performance based bonus has been paid and no performance based options have been issued in the previous or current reporting years.F

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Directors and Executive Remuneration

For the Year Ending 30 June 2011

Short-term Employee Benefits Post Employment Benefits

Share-based Benefits

Officer Cash Salary &

Fees

Cash

Bonus

Non-Cash Super Other Options Total

Andrew

Haythorpe300,000 0 0 0 0 0 300,000

% Performance 0% 0% 0% 0% 0% 0% 0%

James

Becke36,000 0 0 0 0 0 36,000

% Performance 0% 0% 0% 0% 0% 0% 0%

Michael

Fry

36,0000 0 0 0 0 36,000

% Performance 0% 0% 0% 0% 0% 0% 0%

Directors and Executive Share-based Remuneration

For the Year Ending 30 June 2011

Officer Number Granted

Date Granted

FV ($) at this Date

Number Vested Expiry Date % of R Options

Andrew

Haythorpe0 - 0 0 - 0%

James

Becke0

-0 0 - 0%

Michael

Fry0

-0 0 - 0%

Catherine Anderson 0

-0 0 - 0%

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Liberty Resources Limited | DIRECTORS’ DECLARATIONAnnual Report 2011

Financials & NotesAuditor Independence and Non-Audit Services

Section 307C of the Corporations Act 2001 requires the Company’s auditors to provide the Directors of Liberty Resources Limited with an Independence Declaration in relation to the audit for the full-year financial report. This Independence Declaration is attached to the Directors’ Report. No non-audit services were provided by the Company’s auditor.

Corporate GovernanceIn recognising the need for the highest standards of corporate behaviour and accountability, the Directors of Liberty support and have adhered to the principles of sound corporate governance. The Board recognises the recommendations of the Australian Securities Exchange Corporate Governance Council, and considers that Liberty is in compliance with those guidelines which are of importance to the commercial operation for a junior listed resource company. A Corporate Governance Statement is included as part of this report.

Signed in accordance with a resolution of directors.

Andrew Haythorpe

Director

Perth, 29 September 2011

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Liberty Resources Limited | DIRECTORS’ DECLARATIONAnnual Report 2011

1. In the opinion of the directors of Liberty Resources Limited (the ‘Company’):

a) the accompanying financial statements, notes and the additional disclosures of the Group are in accordance with the Corporations Act 2001 including:

i) giving a true and fair view of the Group’s financial position as at 30 June 2011 and of its performance for the year then ended; and

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

b) there are reasonable grounds to believe that the Company will be able to pays its debts as and when they become due and payable; and

c) the financial statements and notes thereto are in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board.

2. 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 2001 for the financial year ended 30 June 2011.

This declaration is signed in accordance with a resolution of the Board of Directors.

Andrew Haythorpe

Director

Perth, 29 September 2011

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Liberty Resources Limited | AUDITOR’S INDEPENDENCE DECLARATIONAnnual Report 2011

Auditor’s Independence Declaration

As the lead auditor for the audit of the financial report of Liberty Resources Limited for the year ended 30 June 2011, I declare that to the best of my knowledge and belief, there have been no contraventions of:

a) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

b) any applicable code of professional conduct in relation to the audit.

This declaration is in respect of Liberty Resources Limited.

Perth, Western Australia N G NEILL

29 September 2011 Partner, HLB Mann Judd

HLB Mann Judd (WA Partnership) ABN 22 193 232 714Level4 130 Stirling St Perth 6000 Western Australia. Telephone +61 (08) 9277 7500 Fax +61 (08) 9277 7533Email: [email protected]. Website: http://www.hlb.com.auLiability limited by a scheme approved under Professional Standards Legislation

HLB Mann Judd (WA Partnership) is a member of International, a world-wide organisation of accounting firms and business advisers

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Liberty Resources Limited | STATEMENT OF COMPREHENSIVE INCOMEFor the year ended 30 June 2011 - Annual Report 2011

Consolidated Consolidated

Note30 June 2011

$

30 June 2010

$Revenue from continuing operationsRevenue 2(i) 66,578 98,353Profit on sale of tenements 2(ii) 3,125,000 563,427Profit on sale of shares

Miscellaneous income

209,870

28,630

4,917

-

ExpensesEmployee benefits (553,540) (309,475)Occupancy (101,050) (151,857)Depreciation (43,951) (26,490)

Write down of financial assets at fair value through profit and loss 2(iii) (12,500) (660,000)

Impairment of exploration and evaluation expenditure 2(iv) (950,000) (1,000,000)Share based compensation (561,580) (203,627)

Exploration and evaluation expenditure written off (570,632) (137,960)Consultancy Fees (675,987) (466,117)Directors fees (372,000) (337,000)Other expenses 2(v) (827,922) (695,225)

Loss before income tax expense (1,239,084) (3,321,054)Income tax benefit 3 245,160 -Loss after income tax expense (993,924) (3,321,054)Other comprehensive income - -Total comprehensive loss for the year (993,924) (3,321,054)

Basic loss per share (cents per share) 10 (0.61) (2.53)

The accompanying notes form part of these financial statements.For

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Liberty Resources Limited | STATEMENT OF FINANCIAL POSITIONAnnual Report 2011 - For the year ended 30 June 2011

Consolidated Consolidated30 June 2011 30 June 2010

Note $ $

Current AssetsCash assets and cash equivalents 12(a) 2,086,572 1,427,831Trade and other receivables 4 2,911,930 69,508

4,998,502 1,497,339

Financial assets at fair value through profit and loss 5 62,500 340,000Total Current Assets 5,061,002 1,837,339Non-Current AssetsProperty, plant and equipment 6 87,657 62,572Deferred exploration expenditure 7 5,552,880 5,166,423Total Non-Current Assets 5,640,537 5,228,995Total Assets 10,701,539 7,066,334Current LiabilitiesTrade and other payables 8 407,453 200,465Total Current Liabilities 407,453 200,465Total Liabilities 407,453 200,465Net Assets 10,294,086 6,865,869

EquityIssued Capital 9 16,735,096 12,874,536Reserves 11(b) 1,148,131 586,550Accumulated losses 11(a) (7,589,141) (6,595,217)Total Equity 10,294,086 6,865,869

The accompanying notes form part of these financial statements.

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Liberty Resources Limited | STATEMENT OF CASH FLOWSFor the year ended 30 June 2011 - Annual Report 2011


Note30 June 2011

$

30 June 2010

$

Cash flows from operating activities

Interest received 67,344 101,299

Payments to suppliers (2,493,708) (1,617,285)

Net cash flows used in operating activities 12(b) (2,426,364) (1,515,986)

Cash flows from investing activities

Payments for exploration, evaluation and development expenditure (1,803,689) (2,189,419)

Payments for plant and equipment (71,860) (70,965)

Sale of plant and equipment - 100,000

Proceeds from the sale of available-for-sale financial assets 549,870 -

Proceeds from sale of tenements 550,270 -

Net cash flows used in investing activities (775,409) (2,160,384)

Cash flows from financing activities

Proceeds from the issue of shares 3,993,851 2,918,172

Share issue costs (133,337) -

Net cash flows from financing activities 3,860,514 2,918,172

Net increase/(decrease) in cash assets and cash equivalents held 658,741 (758,198)

Cash assets and cash equivalents at the beginning of the financial year 1,427,831 2,186,029

Cash assets and cash equivalents at the end of the financial year 12(a) 2,086,572 1,427,831


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Liberty Resources Limited | STATEMENT OF CHANGES IN EQUITYAnnual Report 2011 - For the year ended 30 June 2011

Issued Capital

Accumulated Losses

Other Reserves Total Equity

$ $ $ $

At 1 July 2009 10,292,619 (3,323,366) 432,126 7,401,379

Loss for the year - (3,321,054) - (3,321,054)

Share issues 2,581,917 - - 2,581,917

Share issue costs - - - -

Options issued - - 203,627 203,627

Options cancelled - 49,203 (49,203) -

At 30 June 2010 12,874,536 (6,595,217) 586,550 6,865,869

At 1 July 2010 12,874,536 (6,595,217) 586,550 6,865,869

Loss for the year - (993,924) - (993,924)

Share issues 3,993,874 - - 3,993,874

Share issue costs (133,314) - - (133,314)

Options issued - - 561,581 561,581

At 30 June 2011 16,735,096 (7,589,141) 1,148,131 10,294,086


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Liberty Resources Limited | NOTES TO THE FINANCIAL STATEMENTSFor the year ended 30 June 2011 - Annual Report 2011

1 STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

(a) Corporate Information

The financial report of Liberty Resources Limited (‘Liberty’ or the ‘Company’) for the year ended 30 June 2011 was authorised for issue in accordance with a resolution of the Directors on 29 September 2011. Liberty is a company limited by shares incorporated and domiciled in Australia whose shares are publicly traded on the Australian Securities Exchange. The address of the registered office and principal place of business is Ground Floor, Unit B2, 431 Roberts Road, Subiaco, Western Australia, 6008. The principal activity of Liberty Resources Limited is the exploration and development of mineral resources.

(b) 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, Accounting Standards and Interpretations and complies with other requirements of the law.

The financial report has also been prepared on an historical cost basis, except for available for sale investments which have been measured at fair value. Cost is based on the fair values of the consideration given in exchange for assets.

The financial report is presented in Australian Dollars.

(c) Adoption of new and revised standards

In the year ended 30 June 2011, the Group has reviewed all of the new and revised Standards and Interpretations issued by the AASB that are relevant to its operations and effective for the current annual reporting period.

It has been determined by the Group that there is no impact, material or otherwise, of the new and revised Standards and Interpretations on its business and, therefore, no change is necessary to Group accounting policies.

The Group has also reviewed all new Standards and Interpretations that have been issued but are not yet effective for the year ended 30 June 2011. As a result of this review the Directors have determined that there is no impact, material or otherwise, of the new and revised Standards and Interpretations on its business and, therefore, no change necessary to Group accounting policies.(d) Statement of complianceThe financial report complies with Australian Accounting Standards, which include Australian equivalents to International Financial Reporting Standards (AIFRS). Compliance with AIFRS ensures that the financial report, comprising the financial statements and notes thereto, complies with International Financial Reporting Standards (IFRS).

(e) Basis of consolidation

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Liberty Resources Limited as at 30 June 2011 and the results of all subsidiaries for the year then ended. Liberty Resources Limited and its subsidiaries are referred to in the financial report as the Group.

Subsidiaries are all those entities over which the Group has the power to govern the financial and operating policies so as to obtain benefits from their activities. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether a group controls another entity.

The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies.

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Liberty Resources Limited | NOTES TO THE FINANCIAL STATEMENTSAnnual Report 2011 - For the year ended 30 June 2011

In preparing the consolidated financial statements, all intercompany balances and transactions, income and expenses and profit and losses resulting from intra-group transactions have been eliminated in full.

Subsidiaries are fully consolidated from the date on which control is obtained by the Group and cease to be consolidated from the date on which control is transferred out of the Group.

The acquisition of subsidiaries has been accounted for using the purchase method of accounting. The purchase method of accounting involves allocating the cost of the business combination to the fair value of the assets acquired and the liabilities and contingent liabilities assumed at the date of acquisition.

Accordingly, the consolidated financial statements include the results of subsidiaries for the period from their acquisition.

(f) Going concern

The financial report has been prepared on the going concern basis, which contemplates the continuity of normal business activity and the realisation of assets and the settlement of liabilities in the ordinary course of business.

As at 30 June 2011, the Group had cash reserves of $2,086,572 having recorded a net loss after tax of $993,924 and net cash outflows from operating activities of $2,426,364 for the year ended 30 June 2011.

Notwithstanding the above, the financial report has been prepared on a going concern basis which the Directors consider to be appropriate based on the following planned funding alternatives:

- Equity raising; and/or

- Debt raisings; and/or

- Possible asset sales

Should the above alternatives not be achieved the Directors are confident that the Company can remain a going concern by the further reduction of various operating expenses

As at the date of this report and having considered the above factors, the Directors are confident that the Company will be able to continue as a going concern for the foreseeable future.

(g) Critical accounting judgements and key sources of estimation uncertainty

The application of accounting policies requires the use of judgements, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

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

Exploration and evaluation costs carried forward

The future recoverability of exploration and evaluation expenditure costs carried forward has been reviewed by the directors. They are dependent on a number of factors, including whether the Group decides to exploit the related lease itself or, if not, whether it successfully recovers the related exploration and evaluation asset through sale.

Factors that could impact the future recoverability include the level of reserves and resources, future technological changes, which could impact the cost of mining, future legal changes (including changes to environmental restoration obligations) and changes to commodity prices.

To the extent that capitalised exploration and evaluation expenditure is determined not to be recoverable in the future, results and net assets will be reduced in the period in which this determination is made.

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In addition, exploration and evaluation expenditure is capitalised if activities in the area of interest have not yet reached a stage that permits a reasonable assessment of the existence or otherwise of economically recoverable resources. To the extent it is determined in the future that this capitalised expenditure should be written off, results and net assets will be reduced in the period in which this determination is made.

(h) Segment Reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors of Liberty Resources Limited.

(i) Cash and cash equivalents

Cash comprises cash at bank and on hand. Cash equivalents are short term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value.

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

(j) Trade and other receivables

Trade receivables, which generally have 30-90 day terms, are recognised and carried at original invoice amount less an allowance for any uncollectible amounts.

An estimate for doubtful debts is made when there is objective evidence that the Group will not be able to collect the full debt. Bad debts are written off when identified.

(k) Property, plant and equipment

All classes of property, plant and equipment are stated at cost, less accumulated depreciation and any accumulated impairment losses.

Depreciation

Plant and equipment have limited useful lives and are depreciated using the straight line method over their estimated useful lives beginning from the date of acquisition. The depreciation rates used for each class of asset ranges between 20% and 40%. The assets residual values, useful lives and depreciation methods are reviewed and adjusted if appropriate at each financial year end.

De-recognition and disposal

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on de-recognition of the asset (calculated on the difference between the net disposal proceeds and the carrying amount of the item) is included in Statement of Comprehensive Income in the period the item is derecognised.

(l) Exploration and evaluation

Exploration and evaluation expenditures in relation to each separate area of interest are recognised as an exploration and evaluation asset in the year in which they are incurred where the following conditions are satisfied:

• the rights to tenure of the area of interest are current; and

• at least one of the following conditions is also met:

a) the exploration and evaluation expenditures are expected to be recouped through successful development and exploration of the area of interest, or alternatively, by its sale; or

b) exploration and evaluation activities in the area of interest have not at the reporting date reached

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a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest are continuing.

Exploration and evaluation assets are initially measured at cost and include acquisition of rights to explore, studies, exploratory drilling, trenching and sampling and associated activities and an allocation of depreciation and amortised of assets used in exploration and evaluation activities. General and administrative costs are only included in the measurement of exploration and evaluation costs where they are related directly to operational activities in a particular area of interest.

Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount. The recoverable amount of the exploration and evaluation asset (for the cash generating unit(s) to which it has been allocated being no larger than the relevant area of interest) is estimated to determine the extent of the impairment loss (if any). Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in previous years.

Where a decision has been made to proceed with development in respect of a particular area of interest, the relevant exploration and evaluation asset is tested for impairment and the balance is then reclassified to development.

(m) Provision for restoration and rehabilitation

A provision for restoration and rehabilitation is recognised when there is a present obligation as a result of development activities undertaken, it is probable that an outflow of economic benefits will be required to settle the obligation, and the amount of the provision can be measured reliably. The estimated future obligations include the costs of abandoning sites, removing facilities and restoring the affected areas.

The provision for future restoration costs is the best estimate of the present value of the expenditure required to settle the restoration obligation at the reporting date. Future restoration costs are reviewed annually and any changes in the estimate are reflected in the present value of the restoration provision at each reporting date.

The initial estimate of the restoration and rehabilitation provision is capitalised into the cost of the related asset and amortised on the same basis as the related asset, unless the present obligation arises from the production of inventory in the period, in which case the amount is included in the cost of production for the period. Changes in the estimate of the provision for restoration and rehabilitation are treated in the same manner, except that the unwinding of the effect of discounting on the provision is recognised as a finance cost rather than being capitalised into the cost of the related asset.

(n) Revenue recognition

Revenue 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

Revenue is recognised as the interest accrues (using the effective interest method, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial instrument) to the net carrying amount of the financial asset.

(o) Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Assets held under finance leases are initially recognised at their fair value or, if lower, the present value of the minimum lease payments, each determined at the inception of the lease. The corresponding liability to the

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lessor is included in the statement of financial position as a finance lease obligation.

Lease payments are apportioned between finance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly against income, unless they are directly attributable to qualifying assets, in which case they are capitalised.

Finance leased assets are depreciated on a straight line basis over the estimated useful life of the asset.

Operating lease payments are recognised as an expense on a straight line basis over the lease term, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

(p) Available for sale financial assets

Available for sale financial assets, comprising principally marketable equity securities, are non-derivatives that are either designated in this category or not classified in any of the other categories. They are included in non-current assets unless management intends to dispose of the investment within twelve months of the balance date.

Purchases and sales of investments are recognised on trade date, the date on which the Group commits to purchase or sell the asset. Investments are initially recognised at fair value plus transaction costs for all financial assets not carried at fair value through profit or loss. Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Group has transferred substantially all the risks and rewards of ownership.

Available-for-sale financial assets and financial assets at fair value through profit or loss are subsequently carried at fair value. Unrealised gains and losses arising from changes in the fair value of non-monetary securities classified as available-for-sale are recognised in equity in the investments available-for-sale reserve. When securities classified as available-for-sale are sold or impaired, the accumulated fair value adjustments previously reported in equity are included in the statement of comprehensive income as gains and losses on disposal of investment securities.

The Group assesses at each balance date whether there is objective evidence that a financial asset or group of financial assets is impaired. In the case of equity securities classified as available for sale, a significant or prolonged decline in the fair value of a security below its cost is considered in determining whether the security is impaired. If any such evidence exists for available-for-sale financial assets, the cumulative loss – measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised in profit and loss – is transferred from equity to the statement of comprehensive income. Impairment losses recognised in the statement of comprehensive income on equity instruments classified as held for sale are not reversed through the statement of comprehensive income.

(q) Trade and other payables

Trade payables and other payables are carried at amortised costs 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.

(r) Issued capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

(s) Income Taxes

Current 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 date.

Deferred income tax is provided on all temporary differences at balance date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred income tax liabilities are

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recognised for all taxable temporary differences except:

• where the deferred income tax liability arises from the initial recognition of goodwill or of an asset; or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; or

• when the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, and the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry-forward of unused tax assets and unused tax losses can be utilised except:

• where the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

• when the deductible temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the temporary difference will reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised.

The carrying amount of deferred income tax assets is reviewed at each balance 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 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 date.

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

Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority.

At the balance date, the Directors have not made a decision to elect to be taxed as a single entity.

(t) Other taxes

Revenues, expenses and assets are recognised net of the amount of GST except:

a. where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which 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

b. receivables and payables are stated with the amount of GST included.

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

Cash flows are included in the statement of cash flows 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.

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Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.

(u) Employee benefits

Wages, salaries, annual leave and sick leave

Liabilities for wages and salaries, including non-monetary benefits, annual leave and accumulating sick leave expected to be settled within 12 months of the reporting date are recognised in other payables in respect of employees’ services up to the reporting date. They are measured at the amounts expected to be paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable.

(v) Earnings per share

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.

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

• costs of servicing equity (other than 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.

(w) Share-based compensation

(i) Equity settled transactions:

The Group provides benefits to employees (including senior executives) of the Group in the form of share-based payments, whereby employees render services in exchange for shares or rights over shares (equity-settled transactions).

The only plan in place to provide these benefits is the Employee Share Option Plan (ESOP), which provides benefits to directors, consultants and employees.

The cost of these equity-settled transactions with employees is measured by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by an external valuer using a Black-Scholes model, further details of which are given in Note 9.

In valuing equity-settled transactions, no account is taken of any performance conditions, other than conditions linked to the price of the shares of Liberty (market conditions) if applicable.

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

The cumulative expense recognised for equity-settled transactions at each balance date until vesting date reflects (i) the extent to which the vesting period has expired and (ii) the Group’s best estimate of the number of equity instruments that will ultimately vest. No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is included in the determination of fair value at grant date. The statement of comprehensive income charge or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that period.

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

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, 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.

The dilutive effect, if any, of outstanding options is reflected as additional share dilution in the computation of earnings per share (see Note 10).

(ii) Cash settled transactions:

The Group also provides benefits to employees in the form of cash-settled share-based payments, whereby employees render services in exchange for cash, the amounts of which are determined by reference to movements in the price of the shares of Liberty.

The cost of cash-settled transactions is measured initially at fair value at the grant date using the Black-Scholes formula taking into account the terms and conditions upon which the instruments were granted (see Note 9 (c) and Note 10). This fair value is expensed over the period until vesting with recognition of a corresponding liability. The liability is re-measured to fair value at each balance date up to and including the settlement date with changes in fair value recognised in profit or loss.

(x) Financial risk management objectives and policies

The Group’s principal financial instruments comprise cash and short-term deposits. The Group has various other financial assets such as trade receivables and trade payables, which arise directly from its operations.

The main risks arising from the Group’s financial instruments are cash flow interest rate risk and credit risk. The Board reviews and agrees policies for managing each of these risks as summarised below.

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 the Statement of Significant Accounting Policies.

Cash flow interest rate risk

The Group’s exposure to the risk of changes in market interest rate relates primarily to the Group’s cash and cash equivalents.

Credit risk

The Group trades only with recognised, creditworthy third parties.

It is the Group’s policy that all customers who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable balances are monitored on an ongoing basis with the result that the Group’s exposure to bad debts is not significant.

With respect to credit risk arising from other financial assets of the Group, which comprise cash and cash equivalents and available-for-sale financial assets, the Group’s exposure to credit risk arises from default of

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the counter party, with a maximum exposure equal to the carrying amount of these instruments.

(y) Parent entity financial information

The financial information for the parent entity, Liberty Resources Limited, disclosed in note 21 has been prepared on the same basis as the consolidated financial statements, except as set out below.

(i) Investments in subsidiaries, associates and joint venture entities

Investments in subsidiaries, associates and joint venture entities are accounted for at cost in the financial statements of Liberty Resources Limited. Dividends received from associates are recognised in the parent entity’s profit or loss, rather than being deducted from the carrying amount of these investments.

(ii) Share-based payments

The grant by the company of options over its equity instruments to the employees of subsidiary undertakings in the group is treated as a capital contribution to that subsidiary undertaking. The fair value of employee services received, measured by reference to the grant date fair value, is recognised over the vesting period as an increase to investment in subsidiary undertakings, with a corresponding credit to equity.

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2 REVENUE AND EXPENSES

Loss before income tax expense includes the following revenues and expenses whose disclosure is relevant in explaining the performance of the Group:

Note Consolidated Consolidated30 June 2011

$30 June 2010

$

(i) RevenueBank interest received 66,578 98,353

(ii) Profit on Sale of TenementsUranium interests - (Rhodes Resources Pty Ltd)

Coal interests – (Boab Energy Pty Ltd)5

125,000

3,000,000

563,427

-

(iii) Write Down of Financial Assets at Fair Value Through Profit and LossFair value of Black Mountain Ltd shares

Fair valuation of Toro Energy Ltd shares

5

5

(12,500)

-

-

(660,000)

(iv) Impairment of Exploration and Evaluation Expenditure

Impairment on value of capitalised exploration expenditure in Rhodes Resources Pty Ltd 7 (950,000) (1,000,000)

(v) Other ExpensesOther expenses (441,225) (268,281)Finance and legal (150,290) (93,849)Insurance (24,035) (25,366)Travel, accommodation and seminars (212,371) (307,729)

(827,921) (695,225)

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3 INCOME TAX

(a) Deferred income taxThe aggregate amount of income tax attributed to the financial period differs from the amount calcu-lated on the operating loss. The differences are recorded as follows:

Accounting Loss (993,924) (3,321,054)Prima facie tax payable at 30% (298,177) (996,316)Add tax effect of:Non-deductible items- entertainment 14,322 6,358- capital raising fees 39,994 25,514- other - 3,750R&D Tax Offset (245,160) -Impairment of Investment 3,750 (3,406)Impairment of Investment (TOE) 285,000 198,000Deferred tax not recognised / derecognised (44,889) 766,100Income tax benefit (245,160) -

(b) Tax Losses

As at 30 June 2011, Liberty Resources Limited has $7,341,422 (2010: $6,347,498) of tax losses that are available indefinitely for offset against future taxable profits of the Company. No deferred tax assets have been recognised in the statement of financial position in respect of the amount of these losses.

The potential deferred tax asset will only be obtained if:

• assessable income is derived of a nature and of amount sufficient to enable the benefit from the deductions to be realised or the benefit can be utilised by the Company and/or the Group in accordance with Division 170 of the Income Tax Assessment Act 1997;

• conditions for the deductibility imposed by the laws are complied with; and• no changes in tax legislation adversely affect the realization of the benefit from the deductions.

4 TRADE AND OTHER RECEIVABLESConsolidated Consolidated

Note 30 June 2011 $

30 June 2010 $

Income tax receivable 245,160 -GST Recoverable

Prepayments

88,975

24,684

69,508

-Other Receivables

Sale of tenements 19

53,111

2,500,000

-

-2,911,930 69,508

Terms and conditions relating to the above financial instruments:

1. Trade debtors are non-interest bearing and generally on 45 day terms.

2. Other receivables are non-interest bearing and have repayment terms between 30 and 90 days.

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5 FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT AND LOSS

Listed shares – at cost 75,000 1,000,000Write down of financial assets through profit and loss (12,500) (660,000)

62,500 340,000

6 PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment

At cost or fair value 168,476 99,438Accumulated depreciation (80,819) (36,866)

87,657 62,572Represented by:

Net carrying amount at beginning of year 62,572 14,523Additions 69,039 74,539Disposals/Write-offs - -Depreciation (43,954) (26,490)Net carrying amount at end of year 87,657 62,572

8 DEFERRED EXPLORATION EXPENDITURE Consolidated Consolidated

Costs carried forward in respect of: 30 June 2011

$

30 June 2010

$Exploration & evaluation phase – at costBalance at beginning of year 4,703,524 4,966,344Sale of tenements (1,125,000) (436,767)Expenditure incurred 2,562,960 1,173,947

6,141,484 5,703,524Expenditure written off (570,632) -Impairment of deferred exploration expenditure (i) (950,000) (1,000,000)

4,620,852 4,703,524Development phase – at costBalance at beginning of year 462,899 -Transferred from exploration and evaluation phase - -Expenditure incurred 469,129 462,899

932,028 462,899

Total Exploration Expenditure 5,552,880 5,166,423

(i) An impairment loss of $950,000 (2010: $1,000,000) was recognised to reduce the carrying value of the investment in tenements held by a 100% owned Liberty subsidiary (Rhodes Resources Pty Ltd).

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The recoverable amount estimation was based on the fair value of the remaining tenements using recent transactions as a basis. An independent valuation was not considered necessary at this point in time.

Additional expenditure incurred relating to tenements investigated during the year that were not pursued, were written off. The recoupment of costs carried forward in relation to areas of interest in the exploration and evaluation phases is dependent on the successful development and commercial exploitation or sale of the respective areas.

8 TRADE AND OTHER PAYABLES

Trade creditors and accruals 395,911 192,888Other payables 11,542 7,577

407,453 200,465

Trade creditors are non-interest bearing and generally on 30 day terms.

9 ISSUED CAPITAL (a) Issued and paid up capital Consolidated Consolidated

30 June 2011 30 June 2010

Ordinary shares fully paid 16,735,096 12,874,536

Ordinary Shares

Ordinary shares have the right to receive dividends as declared and, in the event of a winding-up of the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holders to one vote, either in person or by proxy, at a general meeting of the Company.

30 June 2011

30 June 2011

30 June 2010

30 June 2010

Number $ Number $

(b) Movements in ordinary shares on issue

Balance at the beginning of the year 138,563,068 12,874,536 104,137,505 10,292,619

Issue of shares at $0.045 each (i) 34,640,767 1,556,022 - -Issue of shares at $0.0547 each (ii) 818,796 44,766 - -Issue of shares at $0.529 (iii) 2,755,502 145,890 - -Issue of shares at $0.114 (iv) 400,605 45,696 - -Issue of shares at $0.11 (v) 20,000,000 2,200,000 - -Conversion of options (vi) 15,000 1,500 - -Issue of shares at $0.075 each (vii) - - 34,425,563 2,581,917

197,193,738 16,868,410 138,563,068 12,874,536

Less: transaction costs - (133,314) - -

Balance at the end of the year 197,193,738 16,735,096 138,563,068 12,874,536

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(i) 34,640,767 shares were issued in the fully underwritten right issue, January 2011.

(ii) 818,796 shares were issued to Hunterdon PLC in lieu of payment for services received.

(iii) 2,755,502 shares were issued to contractors in lieu of payment for services received.

(iv) 400,605 shares were issued to Hunterdon PLC in lieu of payment for services received.

(v) 20,000,000 shares were issued to Dundee Corporation in a placement. Funds raised from this issue were used for general working capital purposes.

(vi) 15,000 shares were issued on conversion of options.

(vii) The issue of 34,425,563 shares was the acquisition as a result of the successful second round entitlements issue in September 2009. Funds raised from this issue were used for general working capital purposes.

(c) Movements in Options over ordinary shares

Options

The Company has the following classes of options on issue as at reporting date:

Type2011No.

2010No.

Exercise Price Expiry Date

1 2,200,000 10,950,000 45.0c 15/11/20132 6,000,000 - 10.0c 30/06/20133 2,000,000 - 12.5c 19/07/20154 4,000,000 - 15.0c 04/01/20145 4,850,000 - 12.5c 30/06/20136 3,500,000 - 10.0c 01/01/20147 1,000,000 - 15.0c 08/03/20138 9,000 - 15.0c 16/02/20149 2,000,000 - 12.6c 15/04/201410 7,500,000 - 20.0c 26/04/201311 250,000 - 30.0c 14/02/201412 2,500,000 - 20.0c 27/06/201313 33,875,767 - 10.0c 30/06/2013

Total 69,684,767 10,950,000

The options are not listed and carry no dividend or voting rights. Upon exercise, each option is convertible into one ordinary share to rank equally in all respects with the Company’s existing fully paid ordinary shares

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Movements in the number of options on issue during the current and prior financial years are as follows:

No.

Balance as at 30 June 2009 34,712,502

Options issued during the year 13,450,000

Share issue options expired during the year (34,712,502)

Share options expired during the year (2,500,000)


Options issued during the year 70,249,767

Options cancelled during the year (11,515,000)


10 EARNINGS PER SHARE Consolidated Consolidated30 June 2011

$30 June 2010

$The following reflects the loss and share data used in the cal-culations of basic earnings per share:

Net Loss (993,924) (3,321,054)

Number NumberWeighted average number of ordinary shares 161,820,088 131,395,006

Shares issuable upon the exercise of options are not considered dilutive as the issue of these shares would result in a decrease in the net loss per share.

11 ACCUMULATED LOSSES AND RESERVES

(a) Accumulated lossesBalance at beginning of the year (6,595,217) (3,323,366)Net losses attributable to members (993,924) (3,321,054)Transfer from option reserve - 49,203Balance at end of the year (7,589,141) (6,595,217)

(i) The transfer from the option reserve reflects employee options cancelled during the year ended 30 June 2010.

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(b) Reserves

Option Premium Reserve (i) 432,126 432,126

Equity Settled Employee Benefits (ii) 716,005 203,627Cancelled benefits transferred to accumulated losses

- (49,203)

1,148,131 586,550

(i) The option premium reserve represents amounts received in consideration for the issue of options to subscribe for ordinary shares in the Company.

(ii) The equity settled employee benefits reserve records items recognised as expenses on valuation of director, employee and consultant share options approved by Liberty shareholders on 15 November 2009. 35,609,000 options were issued during the year to employees and consultants. Refer Note 9(c).

12 STATEMENT OF CASH FLOWS

(a) Reconciliation of Cash and Cash Equivalents


30 June 2011 $

30 June 2010 $

Cash at Bank and in hand 8,305 22,838Short term deposits 1,983,267 1,357,093Restricted cash (i) 95,000 47,900

2,086,572 1,427,831

Cash at Bank earns interest at floating rates based on daily bank deposit rates.

Short term deposits are made for varying periods of between one day and three months, depending on the immediate cash requirements of the Group, and earn interest at the respective short term bank deposit rates.

(i) Restricted cash

Unconditional performance bond for use in respect to granted exploration, prospecting and miscellaneous licences

20,000 20,334Security credit card bond 30,000 -Security rental bonds 45,000 27,566

95,000 47,900

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(b) Reconciliation of the net loss after tax to the net cash flows from operationsNet loss (993,924) (3,321,054)Add/(less) non-cash items:Depreciation 43,951 26,490Exploration and evaluation expenditure writ-ten off 570,632 137,960Share based compensation 561,580 203,627Net profit on sale of tenements (3,125,000) (563,427)Profit on sale of financial assets (209,870) (4,917)Impairment of deferred exploration expendi-ture 950,000 1,000,000Write down of financial assets at fair value through profit and loss 12,500 660,000Decrease/(Increase) in other receivables (443,221) 2,916Decrease/(Increase) in other current assets - 284,770Increase/(Decrease) in payables 206,988 83,476Increase/(Decrease) in other current liabilities - (25,828)Net cash flow from operating activities (2,426,364) (1,515,986)

13 EXPENDITURE COMMITMENTS Tenement expenditure commitments

In order to maintain current rights of tenure to exploration tenements, the Company is required to perform minimum exploration work to meet the minimum expenditure requirements specified by the relevant mining legislation. These obligations include rates to local authorities. These obligations are not provided for in the financial report and are payable:

Consolidated Consolidated30 June 2011

$30 June 2010

$

Current annual commitment 3,588,110 2,013,879

Operating lease commitments

The Company has entered into commercial leases on office accommodation and certain plant and equipment. These leases have an average life of between 1 and 3 years. The commercial lease for the office premises expired on 30 June 2011 and was extended until 31st August 2011 to enable ongoing occupation while the adjacent premises were converted to office accommodation. The new lease for the office premises is for a 3 year term with a further 2 year right of renewal. There are no restrictions placed upon the lessee by entering into these leases.

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Future minimum rentals payable under non-cancellable operating leases as at 30 June are as follows:

Within one year 147,766 88,572After one year but not more than five years 263,720 1,716More than five years - -

411,486 90,288

14 CONTINGENT LIABILITIES AND ASSETS In the normal course of operations the entity may receive from time to time claims and suits for damages including workers compensation, vehicle accidents or other items of similar nature. The entity maintains specific insurance policies to transfer such risks. No provision has been included in the accounts unless Directors believe that a liability has been crystallised. In circumstances where the claim is material, has merit and is not covered by insurance, the financial effect will be provided for within the financial statements.

15 AUDITOR’S REMUNERATIONConsolidated Consolidated30 June 2011

$30 June 2010

$Amounts received or due and receivable by HLB Mann Judd for:- an audit or review of the financial report of the Company

32,500 19,850Total remuneration 32,500 19,850

16 RELATED PARTY DISCLOSURETransactions with directors and director-related entities are disclosed in Note 17. No other related party transactions were entered into during the year.

(a) SubsidiariesThe consolidated financial statements include the financial statements of Liberty Resources Limited and the subsidiaries listed in the following table.

Country of Incorporation

% of Equity Interest Investment $2011 2010 2011 2010

Rhodes Resources Pty Ltd (i) Australia 100 100 - 950,000Blackstone Energy Pty Ltd Australia 100 100 343,090 343,090Boab Energy Pty Ltd Australia 100 100 829,135 829,135Walloon Energy Pty Ltd Australia 100 100 343,090 343,090Urea Corp of Australia Pty Ltd (Previously Winzil Energy Pty Ltd)

Australia 100 100 543,227 543,227

Liberty Resources Limited is the ultimate Australian parent entity and ultimate parent of the Group.

(i) The investment in Rhodes Resources Pty Ltd was adjusted by an impairment loss of $950,000 to recognise a reduction in the carrying value of the investment in tenements held by this 100% owned Liberty subsidiary.

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(b) Loans to related parties

Income from Related Parties

$

Expenditure Related Parties

$

Amounts Owed by Related

parties

$

Amounts Owed to Related parties

$

Rhodes Resources Pty Ltd 2011 - - - 248,6042010 - - - 193,054

Blackstone Energy Pty Ltd 2011 - - 125,381 -2010 - - 96,616 -

Boab Energy Pty Ltd 2011 - - 1,088 -2010 - - 425,056 -

Walloon Energy Pty Ltd 2011 - - 766,783 -2010 - - 538,341 -

Urea Corp of Australia Pty Ltd 2011 - - 2,175,878 -(previously Winzil Energy Pty Ltd)

2010 - - 223,340 -

Loans are made by the Company to its wholly owned subsidiaries are for exploration expenditures. Loans between the Company and its subsidiaries have no fixed date of repayment and are non-interest bearing.

Intercompany loans are impaired to reflect the expected recoverability of the loan.

17 KEY MANAGEMENT PERSONNEL DISCLOSURES

(a) Details of key management personnel

Directors

Mr A Haythorpe – Managing Director (appointed 25 August 2008)

Mr M Fry - Director (non-executive) (appointed 19 July 2005)

Mr J Becke – Director (non-executive) (appointed 11 November 2008)

Mr R Hodby – Company Secretary (appointed 18 November 2008, resigned 8th March 2011)

There are no other persons within the Company who are classified as key management personnel.

(b) Compensation of key management personnel by category

Key management personnel remuneration has been included in the Remuneration Report section of the Directors’ Report.

The remuneration payments to Mr Fry were made to a director-related entity, U5 Pty Ltd.

The remuneration payments to Mr Becke were made to a director-related entity, Nelwood Pty Ltd (Becke Family Trust).

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(c) Option holdings of key management personnel

30 June 2011

Name

Balance at the

start of the year

Granted as Remuneration

Options Exercised

Net Change

Other (#)

Balance at the end of

the year

Vested as at end of year

Total ExercisableNot

Exercisable

Non Executive Directors

Michael Fry 1,000,000 - - - 1,000,000 1,000,000 1,000,000 -

Jim Becke 1,000,000 - - - 1,000,000 1,000,000 1,000,000 -

Executives

Andrew Haythorpe 4,000,000 - - - 4,000,000 4,000,000 4,000,000 -

Company Secretary

Robert Hodby 500,000 - - (500,000) - - - -

Total 6,500,000 - - (500,000) 6,000,000 6,000,000 6,000,000

(#) includes forfeitures

(c) Option holdings of key management personnel (continued)

30 June 2010

Name

Balance at the

start of the year

Granted as Remuneration

Options Exercised

Net Change

Other( #)

Balance at the end of

the year

Vested as at end of year

Total ExercisableNot

Exercisable


Michael Fry 561,575 1,000,000 (561,575) - 1,000,000 1,000,000 1,000,000 -

Jim Becke - 1,000,000 (100,000) 100,000 1,000,000 1,000,000 1,000,000 -

Alan Phillips 1,190,132 - (312,500) (877,632) - - - -

Executives

Andrew Haythorpe 2,638,488 4,000,000 (3,838,488) 1,200,000 4,000,000 4,000,000 4,000,000 -

Company Secretary

Robert Hodby 315,000 500,000 (315,000) - 500,000 500,000 500,000 -

Total 4,705,195 6,500,000 (5,127,563) 422,368 6,500,000 6,500,000 6,500,000 -

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(d) Share holdings of key management personnel

30 June 2011

NameBalance at the

start of the yearGranted as

RemunerationExercise of

OptionsNet Change/

Other Balance at the

end of the year


Michael Fry 1,773,150 - - - 1,773,150

Jim Becke 100,000 - - 25,000 125,000

Executives

Andrew Haythorpe 11,711,351 - - 10,780,205 22,491,556

Company Secretary

Robert Hodby 315,000 - - (315,000) -

Total 13,899,501 - - 10,490,205 24,389,706

30 June 2010

NameBalance at the start

of the yearGranted as

RemunerationExercise of

OptionsNet Change/

Other Balance at the

end of the year


Michael Fry 1,211,575 - 561,575 - 1,773,150

Jim Becke - - 100,000 - 100,000

Alan Phillips 3,570,937 - 312,500 (3,883,437) -

Executives

Andrew Haythorpe 6,622,863 - 5,088,488 - 11,711,351

Company Secretary

Robert Hodby - - 315,000 - 315,000

Total 11,405,375 - 6,377,563 (3,883,437) 13,899,501

18 FINANCIAL INSTRUMENTS

Overview

This note presents information about the Company’s and Group’s exposure to each of the following risks, their objectives, policies and processes for measuring and managing risk, and the management of capital. The Board of Directors has overall responsibility for the establishment and oversight of the risk management framework. Management monitors and manages the financial risks relating to the operations of the group through regular reviews of the risks.

The Company and Group have exposure to the following risks from their use of financial instruments:

• credit risk

• liquidity risk

• market risk

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(a) Credit Risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group’s receivables from customers and investment securities. For the Company it arises from receivables due from subsidiaries.

(i) Investments

The Group limits its exposure to credit risk by only investing in liquid securities and only with counterparties that have an acceptable credit rating.

(ii) Trade and other receivables

The Group limits its exposure to credit risk from trade receivables through regular review. The level of exposure to credit risk through trade receivables is also limited by the immaterial levels of exposure generated through the subleasing of surplus office accommodation.

The Company and Group have established an allowance for impairment that represents their estimate of incurred losses in respect of other receivables and investments. The main components of this allowance are a specific loss component that relates to individually significant exposures. Management does not expect any counterparty to fail to meet its obligations.

Presently the Group undertakes exploration and evaluation activities exclusively in Australia. At the balance date there were no significant concentrations of credit risk.

(iii) Exposure to credit risk

The carrying amount of the Group’s financial assets represents the maximum credit exposure. The Group’s maximum exposure to credit risk at the reporting date was:


30 June 2011 $

30 June 2010 $

Financial assets at fair value through profit and loss 62,500 340,000Loans and receivables 2,911,930 69,508Cash and cash equivalents 2,086,572 1,427,831

5,061,002 1,837,339

The Company does not have any material risk exposure to any single debtor or group of debtors. Included in Receivables is an amount of $500,000 due from Blackwood Coal Pty Ltd for the sale of tenements by Boab Energy Pty Ltd which was received on 24th August 2011 and $2,000,000 for shares to be issued by Blackwood Coal Pty Ltd.

(b) Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation.

The Group manages liquidity risk by maintaining adequate reserves by continuously monitoring forecast and actual cash flows.

If the Company anticipates a need to raise additional capital in the next 12 months to meet forecasted operational activities, then the decision on how the Company will raise future capital will depend on market conditions existing at that time.

Typically the Group ensures that it has sufficient cash on demand to meet expected operational expenses for a

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period of 60 days, including the servicing of financial obligations; this excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters.

(c) Market Risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

(i) Currency Risk

The Group is currently not exposed to currency risk. All investments, purchases and borrowings are denominated in Australian dollars.

(ii) Interest rate risk

The Group’s exposure to the risk of changes in market interest rate relates primarily to the Group’s cash and cash equivalents. Interest rate risk is managed by obtaining competitive commercial deposit interest rates available in the market by the major Australian Financial Institutions. At the balance date the interest rate profile of the Company’s and the Group’s interest-bearing financial instruments:

Maturing in 1 Year or Less

2011

WeightedAverage

Interest Rate

FloatingInterest Rate

$

Non – InterestBearing

$

Total$

Financial assets

Cash assets 5.00% 2,086,572 - 2,086,572

Financial assets at fair value through profit and loss

- 62,500 62,500Receivables - - 2,911,930 2,911,930

2,086,572 2,974,430 5,061,002

Financial liabilities

Payables - - 200,465 200,465

2010

Financial assets

Cash assets 5.00% 1,427,831 - 1,427,831

Financial assets at fair value through profit and loss

- 340,000 340,000Receivables - - 69,508 69,508

1,427,831 409,508 1,837,339

Financial liabilities

Payables - - 200,465 200,465(ii) Interest rate risk (continued)

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The following table summarises the impact of reasonably possible changes on interest rates for the Group at 30 June 2011. The sensitivity analysis is based on the assumption that interest rate changes by 1% with all other variables remaining constant. The 2% sensitivity is based on reasonably possible changes over a financial year, using the observed range of actual historical rates for the preceding 5 year period and management’s expectation of the short term future interest rate.


Impact on post-tax gain/(loss): 30 June 2011 $

30 June 2010 $

2% increase 43,731 28,5642% decrease (43,731) (28,564)

There is no impact on other reserves in equity for the Group.

(d) Net fair values

Methods and assumptions used in determining net fair value.

For assets and other liabilities, the net fair value approximates their carrying value. No financial assets and financial liabilities are readily traded on organised markets in standardised form. The Group has no financial assets where carrying amount exceeds net fair values at balance date.

The aggregate net fair values and carrying amounts of financial assets and financial liabilities are disclosed in the Statement of Financial Position and in the notes to and forming part of the financial statements.

(e) Capital Management

Management controls the capital of the Group in order to provide the shareholders with adequate returns and ensure that the Group can fund its operations and continue as a going concern.

There are no externally imposed capital requirements.

Management effectively manages the Group’s capital by assessing the Group’s cash projections up to 18 months in the future and any associated financial risks. Management will adjust the Group’s capital structure in response to changes in these risks and in the market.

There have been no changes in the strategy adopted by management to control the capital of the Group since the prior year.

19 SUBSEQUENT EVENTS A 100% owned Liberty subsidiary (Boab Energy Pty Ltd) entered into a Tenement Sale Agreement with Blackwood Coal Pty Ltd for the sale of two of its exploration permits (EPC 1738 and EPC 1891).

The consideration for the sale of the two exploration permits totals A$1m of cash and A$2m worth of shares, which will be issued to Liberty at the IPO Price upon the ASX listing of Blackwood Coal. Proceeds of $0.5m were received in August 2010 and the balance of $0.5m was received on 24th August 2011. Blackwood Coal has since advised that it will now proceed to issue $2,000,000 worth of shares.

Other than the above there have been no matters or circumstances that have arisen since the end of the financial year which have significantly affected or may significantly affect the operations, results or state of affairs of the Group in subsequent financial years.

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20 SEGMENT INFORMATION

The Group has identified its operating segments based on the internal reports that are reviewed and used by the Managing Director and his management team in assessing performance and in determining the allocation of resources.

The Group has operations in Australia and Canada involved in mineral exploration and development.

The accounting policies applied for internal reporting purposes are consistent with those applied in the preparation of the financial statements.

The Group considers the segment assets and liabilities to be consistent with those disclosed in the financial statements.

Australia Canada Consolidated

2011 2010 2011 (i) 2010 2011 2010

$ $ $ $$

$

Segment revenueProfit on sale 3,334,870 563,427 - - 3,334,870 563,427Other 28,630 103,270 - - 28,630 103,270Total segment revenue 3,363,500 666,697 - - 3,363,500 666,697Segment results (loss) (1,238,799) (3,319,820) (285) (1,234) (1,239,084) (3,321,054)Interest revenue 66,578 98,353 - - 66,578 98,353Depreciation 43,952 26,490 - - 43,952 26,490Segment assets 10,701,539 7,070,945 - (4,611) 10,701,539 7,066,334Capital expenditure 69,039 74,539 - - 69,039 74,539Segment liabilities 407,453 200,465 - - 407,453 200,465

Cash flow informationNet cash flow from operating activities (2,426,079) (1,514,752) (285) (1,234) (2,426,364) (1,515,986)

Net cash flow from investing activities (775,409) (2,164,995) - 4,611 (775,409) (2,160,384)

Net cash flow from financing activities 3,860,514 2,918,172 - - 3,860,514 2,918,172

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21 PARENT ENTITY DISCLOSURES

(a) Financial Position

30 June 2011 30 June 2010$ $

AssetsCurrent Assets 4,478,502 1,816,728Non-Current Assets 5,136,642 4,702,010Total Assets 9,615,144 6,518,738

LiabilitiesCurrent Liabilities 407,454 200,465Total Liabilities 407,454 200,465

EquityIssued Capital 16,735,096 12,874,536Accumulated Losses (8,675,537) (7,142,813)ReservesOption Premium Reserve 432,126 432,126Equity Settled Employee Benefits 716,005 154,424Total Equity 9,207,690 6,318,273

(b) Financial Performance

30 June 2011 30 June 2010$ $

Loss for the YearLoss for the Year (1,532,724) (3,865,589)Other Comprehensive Income - -Total Comprehensive Loss (1,532,724) (3,865,589)

(c) Contingent Liabilities of the Parent Company

Since the last annual reporting date there has been no other material change of any contingent liabilities or contingent assets.

In the normal course of operations the Company may receive from time to time claims and suits for damages including workers compensation, vehicle accidents or other items of similar nature. The Company maintains specific insurance policies to transfer such risks. No provision has been included in the accounts unless Directors believe that a liability has been crystallised. In circumstances where the claim is material, has merit and is not covered by insurance, the financial effect will be provided for within the financial statements.

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Liberty Resources Limited | INDEPENDENT AUDITOR’S REPORTAnnual Report 2011

INDEPENDENT AUDITOR’S REPORT

To the members of Liberty Resources Limited

Report on the Financial Report

We have audited the accompanying financial report of Liberty Resources Limited (“the company”), which comprises the statement of financial position as at 30 June 2011, the statement of comprehensive income, the statement of changes in equity and the statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information, and the directors’ declaration for the consolidated entity. The consolidated entity comprises the company and the entities it controlled at the year’s end or from time to time during the financial year.

Directors’ Responsibility for the Financial Report

The directors of the company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that is free from material misstatement, whether due to fraud or error.

In Note 1(d), the directors also state, in accordance with Accounting Standard AASB 101: Presentation of Financial Statements, that the consolidated financial report complies with International Financial Reporting Standards.

Auditor’s Responsibility

Our responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance whether the financial report is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial report. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial report, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the company’s preparation and fair presentation of the financial report in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial report.

Our audit did not involve an analysis of the prudence of business decisions made by directors or management.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

HLB Mann Judd (WA Partnership) ABN 22 193 232 714Level4 130 Stirling St Perth 6000 Western Australia. Telephone +61 (08) 9277 7500 Fax +61 (08) 9277 7533Email: [email protected]. Website: http://www.hlb.com.auLiability limited by a scheme approved under Professional Standards LegislationHLB Mann Judd (WA Partnership) is a member of

International, a world-wide organisation of accounting firms and business advisers

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Liberty Resources Limited | INDEPENDENT AUDITOR’S REPORTAnnual Report 2011

Matters Relating to the Electronic Presentation of the Audited Financial Report

This auditor’s report relates to the financial report and remuneration report of Liberty Resources Limited for the financial year ended 30 June 2011 included on Liberty Resources Limited’s website. The company’s directors are responsible for the integrity of the Liberty Resources Limited website. We have not been engaged to report on the integrity of this website. The auditor’s report refers only to the financial report and remuneration report identified in this report. It does not provide an opinion on any other information which may have been hyperlinked to/from the financial report. If users of the financial report are concerned with the inherent risks arising from publication on a website, they are advised to refer to the hard copy of the audited financial report and remuneration report to confirm the information contained in this website version of the financial report.

Independence

In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001.

Auditor’s Opinion

In our opinion:

(a) the financial report of Liberty Resources Limited is 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 2011 and of its performance for the year ended on that date; and

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

(b) the financial report also complies with International Financial Reporting Standards as disclosed in Note 1(d).

Report on the Remuneration Report

We have audited the Remuneration Report included in the directors’ report for the year ended 30 June 2011. The directors of the company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.

Auditor’s Opinion

In our opinion, the Remuneration Report of Liberty Resources Limited for the year ended 30 June 2011 complies with section 300A of the Corporations Act 2001.

HLB MANN JUDD

Chartered Accountants

Perth, Western Australia N G NEILL

29 September 2011 Partner

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Liberty Resources Limited | CORPORATE GOVERNANCEAnnual Report 2011

CORPORATE GOVERNANCE

This statement reports on Liberty’s key governance framework, principles and practices as at 23 September 2011. These principles and practices are reviewed regularly and revised as appropriate to reflect changes in law and best practice in corporate governance.

ASX principles of good corporate governance

Liberty, as a listed entity, must comply with the Corporations Act 2001 (Cwth) (“Corporations Act”), the Australian Securities Exchange Limited (“ASX”) Listing Rules (“ASX Listing Rules”) and other Australian laws.

ASX Listing Rule 4.10.3 requires ASX listed companies to report on the extent to which they have followed the Principles of Good Corporate Governance and Best Practice Recommendations (“ASX Principles”) released by the ASX Corporate Governance Council. The ASX Principles require the Board to consider carefully the development and adoption of appropriate corporate governance policies and practices founded on the ASX Principles.

Access to information on the website

Further information about the Company’s corporate governance practices is set out on the Company’s website at www.libertyresources.com.au. In accordance with the ASX Principles and Recommendations, information published on the Company’s website includes charters (for the Board and its Committees), the Company’s code of conduct and other policies and procedures relating to the Board and its responsibilities.

Compliance with ASX principles of good corporate governance

Commensurate with the spirit of the ASX Principles and Recommendations, the Company has followed each recommendation where the Board has considered the recommendation to be an appropriate benchmark for corporate governance practices, taking into account factors such as the size of the Company and the Board, resources available and activities of the Company. Where, after due consideration, the Company’s corporate governance practices depart from the ASX Principles and Recommendations, the Board has offered full disclosure of the nature of, and reason for, the adoption of its own practice.

1. The Board of directors

a) Board composition and expertise

The Board has an expansive range of relevant industry experience, financial and other skills and expertise to meet its objectives.

The current Board composition comprises one Managing Director and two independent non-executive directors. Details on each of the director’s backgrounds including experience, knowledge and skills and their status as an independent or non-independent director are set out in the directors’ report.

The Board considers that the executive and non-executive directors collectively bring the range of skills, knowledge and experience necessary to direct the company.

Mr Haythorpe was appointed Managing Director on 14 August 2008 and fills the position of Chief Executive Officer. He was also appointed Acting Chairman on 25 February 2010 after the resignation of the former Non-Executive Chairman, Alan Phillips.

b) Board role and responsibilities

The roles and responsibilities of the Board are formalised in the Board Charter. The Board Charter defines in detail the matters that are reserved for the Board and its committees, and those that the Board has delegated to management. The central role of the Board is to oversee and approve the company’s strategic direction, to select and appoint a CEO, to oversee the company’s management and business activities and report to shareholders.

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In addition to matters required by law to be approved by the Board, the following powers are reserved to the Board for decision:

• strategy - providing strategic oversight and approving strategic plans and initiatives;

• board performance and composition – evaluating the performance of non-executive directors, and determining the size and composition of the Board as well as recommending to shareholders the appointment and removal of directors;

• leadership selection – evaluating the performance of, and selection of, the CEO and those executives reporting directly to the CEO;

• corporate responsibility – considering the social, safety, ethical and environmental impacts of Liberty’s activities, and setting policy and monitoring compliance with safety, corporate and social policies and practices;

• financial performance – approving Liberty’s annual operating plans and budget, monitoring management, financial and operational performance;

• financial reports to shareholders – approving annual and half-year reports and disclosures to the market that contain, or relate to, financial projections, statements as to future financial performance or changes to the policy or strategy of the company; and

• establishing procedures – ensuring that the Board is in a position to exercise its power and to discharge its responsibilities as set out in the Board Charter;

The Board also recognises its responsibilities to Liberty’s personnel, the communities and environments within which Liberty operates and, where relevant, other stakeholders.

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

c) Chairman

The Chairman is responsible for leadership of the Board, for the efficient organisation and conduct of the Board’s function and for the promotion of relations between Board members and between Board and management that are open, cordial and conducive to productive co-operation.

Following the resignation of Mr Alan Phillips, as Chairman on 25 February 2010, Mr Haythorpe was elected as acting Chairman. Mr Haythorpe is not an independent director and also performs the Chief Executive Officer function in the Company as Managing Director. This represents a departure from Recommendations 2.2 and 2.3 of ASX Principle 2. The current structure is however, considered adequate given the size and nature of the Company’s operations and is also cost effective.

d) Director independence

The Board has approved a policy on independence of directors, a copy of which is available in the corporate governance section of Liberty’s website.

The policy provides that the independence of a director will be assessed by determining whether the director is independent of management and free of any business or other relationship that could materially interfere with, or could reasonably be perceived to materially interfere with, the exercise of their unfettered and independent judgement.

The test of whether a relationship or business is material is based on the nature of the relationship or business and on the circumstances and activities of the director. Materiality is considered from the perspective of Liberty, the persons or organisations with which the director has an affiliation and from the perspective of the director. Materiality thresholds are considered by the Board from time to time. The Board considers that:

• a supplier is material if Liberty accounts for more than 5% of the supplier’s consolidated gross revenue;

• a substantial shareholder of Liberty is someone who holds greater than 5% of the voting capital of

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Liberty; and

• service on the Board for a period exceeding 10 years is a period which could, or could reasonably be perceived to, materially interfere with a director’s ability to act in the best interests of the company.

In the event that one or more of these thresholds is exceeded, the Board then focuses on whether or not in their view that impacts materially on the independent judgement of the director.

On appointment, each director is required to provide information for the Chairman to assess and confirm their independence as part of their consent to act as a director.

The Chairman has considered the associations of each of the non-executive directors in office at the date and considers that all non-executive directors are considered independent.

e) Directors’ retirement and re-election

Liberty’s Constitution states that at each annual general meeting (“AGM”) one of its directors (excluding the CEO/Managing Director and any director appointed to fill a casual vacancy) and any director who has held office for three or more years since their last election must retire. At least one non-executive director must stand for election at each AGM.

Any director appointed to fill a casual vacancy since the date of the previous AGM must submit themselves to shareholders for election at the next AGM. Directors who retire as required may offer themselves for re-election by shareholders at the next AGM. Re-appointment of directors retiring by rotation or filling a casual vacancy is not automatic.

f) Board succession planning

The Board in conjunction with the Remuneration and Nominations Committee reviews the size and composition of the Board and the mix of existing and desired competencies across members from time to time. Criteria considered by the directors when evaluating prospective candidates are contained in the Board’s Charter and more fully detailed in a Procedure for Selection and Appointment of New Directors.

g) Board performance evaluation

The Board undertakes ongoing self-assessment and review of performance of the Board, committees and individual directors annually. The Chairman of the Board is responsible for determining the process for evaluating Board performance. The Chairman’s performance is reviewed each year by the other members of the Board.

h) Nominations and appointment of new directors

Recommendations for nomination of new directors are considered by the Remuneration and Nominations Committee and approved by the Board as a whole.

The Remuneration and Nominations Committee reviews director appointments having regard to the candidate’s commercial experience, skills and other qualities. External consultants may be used from time to time to access a wide base of potential directors.

i) Professional advice

Directors may, in carrying out their company related duties, seek external professional advice. If external professional advice is sought a director is entitled to reimbursement of all reasonable costs where such a request for advice is approved by the Chairman. In the case of a request made by the Chairman, approval is required by at least the Managing Director.

j) Conflicts of interest

Directors are required to disclose any actual or potential conflict or material personal interests on appointment as a director and are required to keep these disclosures up to date.

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In the event that there is, or may be, a conflict between the personal or other interests of a director, then the director with an actual or potential conflict of interest in relation to a matter before the Board does not receive the Board papers relating to that matter. When the matter comes before the Board for discussion, the director withdraws from the meeting for the period the matter is considered and takes no part in the discussion or decision making process.

k) Terms of appointment, induction training and continuing education

All new directors are provided with a formal letter of appointment setting out the key terms and conditions of the appointment, including duties, rights and responsibilities, the time commitment envisaged and the Board’s expectations regarding their involvement with committee work.

An induction folder is provided to all new directors. It includes a copy of the constitution, board and committee charters and key company policies.

All directors are expected to maintain the skills required to discharge their obligations to the company. Directors are encouraged to undertake continuing professional education and where this involves industry seminars and approved education courses, this is paid for by the company where appropriate.

l) Directors’ remuneration

Details of remuneration paid to directors (Executive Chairman and non-executive) are set out in the remuneration report.

m) Board meetings

The Chairman sets the agenda for each meeting in conjunction with the executive management and the Company Secretary. Any director may request additional matters be added to the agenda. Members of senior management attend meetings of the Board by invitation and sessions are also held for non-executive directors to meet without management present.

Copies of Board papers are circulated in advance of the meetings in either electronic or hard copy form. Directors are entitled to request additional information where they consider the information is necessary to support informed decision making.

The Board works to an agenda encompassing periodic reviews of Liberty’s operating business units, recurring statutory obligations, business approvals, strategy and other responsibilities identified in the Board Charter.

n) Company Secretary

The Company Secretary is Catherine Anderson. Ms Anderson is a legal practitioner admitted in Western Australia and Victoria and has over 20 years experience in both private practice and in house legal roles from working in Melbourne and Perth.

Catherine also has experience in company secretarial roles for ASX listed resource companies, as well as having been a director of an ASX listed junior explorer. She currently also provides consultancy services to entities wishing to proceed to IPO and listing on ASX, and has twice been nominated for the Telstra Business Woman of the Year Award for an online retail business she established in 2007.Responsibilities for the secretarial function include providing advice to directors and executives on corporate governance and regulatory matters, recording minutes of directors meetings, developing Liberty’s corporate governance framework and giving effect to the Board’s decisions. All directors have access to advice from the Company Secretary.F

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2. Board committees

a) Board committees and membership

The Board currently only has three members but continues to maintain two committees to assist in the discharge of its responsibilities. These are the:

• Audit and Risk Management Committee; and

• Remuneration and Nominations Committee.

The charters of all Board committees detailing the roles and duties of each are available in the corporate governance section of Liberty’s website. All Board committee charters are reviewed at least annually.

At the date of this report the membership of each Board committee is as follows:

Audit and Risk Management Committee Remuneration and Nominations CommitteeMichael Fry Michael FryJames Becke James Becke

Committee members are chosen for the skills, experience and other qualities they bring to the committees. The executive management attends, by invitation, board committee meetings.

Any papers considered by the standing committees are available on request to directors who are not on that committee.

Following each committee meeting, generally at the next Board meeting, the Board is given a verbal update by the Chair of each committee. In addition, minutes of all committee meetings are provided to all directors.

The Company Secretary provides secretariat services for each committee.

Other committees are convened to address major transactions or other matters calling for special attention.

b) Audit and Risk Management Committee

The role of the Audit and Risk Management Committee is to assist the Board to meet its oversight responsibilities in relation to the company’s financial reporting, internal control structure, financial and operational risk management procedures and the internal and external audit function. In doing so, it is the Committee’s responsibility to maintain free and open communication between the Committee and the external auditors and the management of Liberty.

The Audit and Risk Management Committee is required to have a minimum of three members composed of independent non-executive directors. The members of the Audit & Risk Committee are both independent non-executive directors however the Company does not have sufficient directors to maintain an audit and risk committee of three members.

The external auditors and Managing Director attend Committee meetings by invitation.

c) Remuneration and Nominations Committee

The role of the Remuneration and Nominations Committee is to assist the Board by reviewing and approving Liberty’s remuneration policies and practices and the appointment of non-executive directors to the Board. The Committee’s responsibilities include:

• assess the necessary and desirable competencies of Board members;

• reviewing Board succession plans and Board performance;

• reviewing the company’s remuneration framework, which is used to attract, retain and motivate

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employees to achieve operational excellence and create value for shareholders;

• reviewing the remuneration packages and incentive schemes for the Managing Director and senior executives, to establish rewards, which are fair and responsible, having regard to the financial results of the group, individual performance and general remuneration conditions;

• reviewing the performance and succession planning for the Managing Director and senior executives; and

• reviewing Liberty’s corporate governance policies and practices.

The Managing Director attends Committee meetings by invitation.

3. Audit governance and independence

a) Approach to audit and governance

The Board is committed to the basic principles that:

• Liberty’s financial reports represent a true and fair view;

• Liberty’s accounting practices are comprehensive, relevant and comply with applicable accounting standards and policies; and

• the external auditor is independent and serves shareholder’s interests.

b) External auditor relationship

Liberty’s independent external auditor is HLB Mann Judd (“HLB”). HLB was appointed by shareholders at the 2007 annual general meeting in accordance with the Corporations Act. During the year, the Audit and Risk Management Committee, embarked on a review of the external audit function resulting in HLB being retained as the company’s auditor.

c) Attendance of auditor at the AGM

Liberty’s external auditor attends the AGM and is available to answer questions from shareholders on:

• the conduct of the audit;

• the preparation and content of the auditor’s report;

• the accounting policies adopted by Liberty in relation to the preparation of the financial statements; and

• the independence of the auditor in relation to the conduct of the audit.

4. Controlling and managing risk

a) Approach to risk management

The Board and senior executives are responsible for overseeing the implementation of the company’s Risk Management Policy.

The company’s approach to risk management is based on the identification, assessment, monitoring and management of material risks embedded in its business and management systems. This framework is based on the Australian Standards for Risk Management.

The executive management team is responsible for implementation of the Board approved risk management strategy and developing policies, processes and procedures to identify risks and mitigation strategies in Liberty’s activities.

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b) Managing Director and CFO assurance on corporate reporting

The Board receives regular reports about the financial condition and operational results of Liberty and its controlled entities.

The Managing Director and CFO provide, at the end of each six monthly period, a formal statement to the Board confirming that the company’s financial reports present a true and fair view, in all material respects, and the group’s financial condition and operational results have been prepared accordance with the relevant accounting standards.

The statement also confirms the integrity of the company’s financial statements and notes to the financial statements, is founded on a sound system of risk management and internal compliance and control which implements the policies approved by the Board, and that Liberty’s risk management and internal compliance and control systems, to the extent they relate to financial reporting, are operating efficiently and effectively in all material respects.

5. Promoting ethical and responsible behaviour

a) Codes of conduct

The Board has approved a Code of Conduct which describes the standards of ethical behaviour the directors and employees are required to maintain.

Compliance with the Code of Conduct by Directors and employees will also assist Liberty in effectively managing its operating risks and meeting its legal and compliance obligations, as well as enhancing Liberty’s corporate reputation.

The Code of Conduct describes Liberty’s requirements on matters such as confidentiality, conflicts of interest, sound employment practices, compliance with laws and regulations and the protection and proper use of Liberty’s assets.

b) Share trading policy

Liberty’s Securities Trading Policy is binding on all directors and employees. This policy provides a brief summary of the law on insider trading and other relevant laws, sets out the restrictions on dealing in securities by people who work for, or are associated with, Liberty and is intended to assist in maintaining market confidence in the integrity of dealings in the company’s securities.

The policy stipulates that the only appropriate time for a director or employee to deal in the company’s securities is when he or she is not in possession of ‘price sensitive information’ that is not generally available to the share market.

A director wishing to deal in the company’s securities may only do so after first having advised the Chairman of his or her intention. A senior executive wishing to deal must first notify the Managing Director. Confirmation of any dealing must also be given by the director or senior executive within two business days after the dealing.

In the case of other employees, contractors, consultants and advisers, there is no notification requirement.

Directors and senior executives’ dealings in the company’s securities are also subject to specified closed periods, which are set out in the company’s Share Trading Policy or as otherwise determined by the Board from time to time.

6. Remuneration framework

Details of Liberty’s remuneration framework are included in the remuneration report.For

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7. Corporate responsibility and sustainability

Liberty aims to produce positive outcomes for all stakeholders in managing its business and to maximise financial, social and environmental value from our activities.

In practice this means having a commitment to transparency, fair dealing, responsible treatment of employees and customers and positive links into the community.

Sustainable and responsible business practices within Liberty are viewed as an important long term driver of performance and shareholder value. Through such practices Liberty seeks to reduce operational and reputation risk and enhance operational efficiency while contributing to a more sustainable society.

Liberty accepts that the responsibilities on the Board and management, which flow from this approach, go beyond strict legal and financial obligations. In particular, the Liberty Board seek to take a practical and broad view of directors’ fiduciary duties, in line with stakeholders’ expectations.

8. Continuous disclosure

Liberty is committed to maintaining a level of disclosure that meets the highest standards and provides all investors with timely and equal access to information.

Liberty’s Continuous Disclosure Policy reinforces Liberty’s commitment to ASX continuous disclosure requirements and outline management’s accountabilities and the processes to be followed for ensuring compliance. The policy also describes Liberty’s guiding principles for market communications.

9. Shareholder communications and participation

Liberty is committed to giving all shareholders comprehensive, timely and equal access to information about its activities so that they can make informed decisions. Similarly, prospective new investors are entitled to be able to make informed investment decisions when considering the purchase of shares in Liberty.

A wide range of communication approaches are employed including direct communications with shareholders and presentations to shareholders at the company’s Annual General Meeting. Publication of all relevant company information, including the company’s Annual Report is in the Investor Information section of Liberty’s website at www.libertyresources.com.au. Shareholders are also given the opportunity to receive information in print or electronic format.

Liberty’s Shareholder Communication Policy provides that the company will communicate effectively with its shareholders and give shareholders ready access to balanced and understandable information about Liberty. The way it does this includes:

• ensuring that financial reports are prepared in accordance with applicable laws;

• ensuring the disclosure of full and timely information about Liberty’s activities in accordance with the general and continuous disclosure principles of the ASX Listing Rules and the Corporations Act 2001. This includes reporting on a quarterly basis the activities and prospects of the company;

• the Chairman and Managing Director reporting to shareholders at the company’s annual general meeting;

• placing all ASX announcements (including quarterly reports and financial reports) on Liberty’s website as soon as practicable following release; and

• ensuring that reports, notices of meeting and other shareholder communications are prepared in a clear and concise manner.F

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ASX PRINCIPLES COMPLIANCE STATEMENT AS AT 24 SEPTEMBER 2011 ASX corporate governance council’s best practice recommendations Reference Compliance

Principle 1: Lay solid foundations for management and oversight 1.1 Companies should establish the functions reserved to the board and

those delegated to senior executives and disclose those functions. 1b Comply

1.2 Companies should disclose the process for evaluating the performance of senior executives

Remuneration report Comply

1.3 Companies should provide the information indicated in the Guide to reporting on Principle 1

1a, 1b Remuneration report

Comply

Principle 2: Structure the Board to add value 2.1 A majority of the Board should be independent directors. 1a, 1d Comply

2.2 The chair should be an independent director. 1a, 1c Non Compliant

2.3 The roles of chair and chief executive officer should not be exercised by the same individual

1a, 1b Non Compliant

2.4 The Board should establish a nomination committee. 1h, 2c Comply

2.5 Companies should disclose the process for evaluating the performance of the board, its committees and individual directors

1g, 2a Comply


Directors’ report Comply

Principle 3: Promote ethical and responsible decision‐making 3.1 Companies should establish a code of conduct and disclose the code

or a summary of the code as to: • the necessary to maintain confidence in the company’s

integrity; and • the practices necessary to take into account their legal

obligations and the reasonable expectations of their stakeholders

• the responsibility and accountability of individuals for reporting and investigating reports of unethical practices.

5a,5b Comply

3.2 Companies should establish a policy concerning trading in company securities by directors, senior executives and employees and disclose the policy or a summary of that policy.

5d Comply


5a, 5b Comply

Principle 4: Safeguard integrity in financial reporting

4.1 The Board should establish an audit committee. 2b Comply

4.2 The audit committee should be structured so that it: • consists only non-executive directors; • consists of a majority of independent directors; • is chaired by an independent chair, who is not chair of the

Board; and • has at least three members.

2a, 2b 2a, 2b

2a 2a, 2b

Comply Comply Comply

Non Compliant

4.3 The audit committee should have a formal charter. 2 a Comply


2a, 3b Directors’ report

Comply

Principle 5: Make timely and balanced disclosure 5.1 Companies should establish written policies designed to ensure

compliance and ASX Listing Rule disclosure requirements and to ensure accountability at senior executive level for that compliance and disclose those policies or a summary of those policies.

8 Comply


8 Comply

Principle 6: Respect the rights of shareholders 6.1 Companies should design a communications policy for promoting

effective communication with shareholders and encouraging their participation at general meetings and disclose their policy or a summary of that policy.

8, 9 Comply


8, 9 Comply

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Principle 7: Recognise and manage risk 7.1 Companies should establish policies for the oversight and

management of material business risks and disclose a summary of those policies.

2b, 4a, 4b Comply

7.2 The board should require management to design and implement the risk management and internal control systems to manage the company’s material business risks and disclose a summary of those policies

4a Comply

7.3 The board should disclose whether it has received assurance from the chief executive officer (or equivalent) and the chief financial officer (or equivalent) that the declaration provided in accordance with section 295A of the Corporations Act is founded on a sound system of risk management and internal control and that the system is operating effectively in al material respects in relation to financial reporting risks.

4b Comply


4a,4b, Directors’ report

Comply

Principle 8: Remunerate fairly and responsibly 8.1 The board should establish a remuneration committee 2a, 2c


8.2 Companies should clearly distinguish the structure of non-executive directors’ remuneration from that of executive directors and senior executives.

2cRemuneration report

Comply



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Liberty Resources Limited | SHAREHOLDER INFORMATIONAnnual Report 2011

The shareholder information set out below was applicable as at 17 September 2010.

Distribution of Shareholders

At 23 September 2011 there were 1,094 holders of 138,563,068 ordinary fully paid shares in the Company. Analysis of numbers of equity holders by size of holding:

Number of Shares Held Holders Units1 – 1,000 10 1,4151,001 – 5,000 62 240,4125,001 – 10,000 131 1,143,58910,001 – 100,000 527 23,814,754100,001 and over 203 172,408,513Total 933 197,608,683

The number of shareholders holding less than a marketable parcel is 134.

Substantial shareholders

Substantial shareholders in the company are set out below:

Name of Shareholder Number Held PercentageJP Morgan Nominees Aust Ltd 41,725,319 21.1Ouro Pty Ltd 19,616,556 9.9Dundee Corporation 20,000,000 10.1

Distribution of option holders

At 23 September 2011 the Company had one class of option. There were 11 holders of 10,950,000 unlisted options exercisable at $0.45 each, expiring on 15 March 2013. Analysis of numbers of equity holders by size of holding:

Number of Options Held Holders Units1 – 1,000 - -1,001 – 5,000 - -5,001 – 10,000 1 9,00010,001 – 100,000 - -100,001 and over 13 32,950,000Total 14 32,959,000

Substantial option holders

Substantial option holders in the company are set out below:

Name of Option holder Number Held PercentageDundee Corporation 10,000,000 30.3Ouro Pty Ltd 4,000,000 12.1F

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Voting Rights

The voting rights attaching to the ordinary shares are in accordance with the Company’s Constitution being that:

a. each shareholder entitled to vote may vote in person or by proxy, attorney or corporate representative;

b. on a show of hands, every person present who is a shareholder or a proxy, attorney or corporate representative of a shareholder has one vote; and

c. on a poll, every person present who is a shareholder or a proxy, attorney or corporate representative of a shareholder shall, in respect of each fully paid share held by him, or in respect of which he is appointed a proxy, attorney or corporate representative, have one vote for the share, but in respect of partly paid shares, shall, have such number of votes as bears the proportion which the paid amount (not credited) is of the total amounts paid and payable (excluding amounts credited).

There are no voting rights attached to options in the Company. Voting rights will be attached to the unissued ordinary shares when options have been exercised.

Stock Exchange Listing

Liberty Resources Limited securities are listed on the Australian Securities Exchange (‘ASX’). The Company’s ASX code is LBY. The Company also has no listed options on the ASX.

Detailed schedules of exploration and mining tenements held are included in the operations review. Directors’ interest in share capital are disclosed in the Directors’ Report. There is currently no on-market buy-back in place.

Equity security holders

Top 20 ordinary shareholders at 23 September 2011

Name of Ordinary Shareholder Number of Shares Held

Percentage of Shares Held

1. J P Morgan Nominees Australia Ltd 41,725,319 21.122. Dundee Corporation 20,000,000 10.123. Ouro Pty Ltd 19,616,556 9.934. HSBC Custody Nominees (Australia) Ltd 7,017,712 3.555. Citicorp Nominees Pty Ltd 3,051,141 1.546. Norton Consulting Pty Ltd <Norton Nominees S/F A/C > 3,022,778 1.537. ABN AMRO Clearing Sydney Nominees Pty Ltd 2,953,931 1.498. FETA Nominees Pty Ltd 2,000,000 1.019. Jetline Pty Ltd <Harcourt Family A/C> 2,000,000 1.0110. Jane Elizabeth Wyllie + Hamish John Wyllie<Takanawa S/F> 2,000,000 1.0111. Nutsville Pty Ltd<Indust Electric Co SF> 1,950,000 0.99

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12. Edward Mercaldo 1,888,289 0.9613 Ronald Ross Martin + Verna Ruth Martin 1,875,000 0.9514. Mr A Haythorpe and Mrs R Haythorpe (AJH Super Fund) 1,562,500 0.7915. Hamish John Wyllie + Jane Elizabeth Wyllie<Takanawa S/F> 1,500,000 0.7616. Ken Kuehlmann 1,275,000 0.6517. Michael John Fry 1,125,000 0.5718. Calama Holdings Pty Ltd<Mambat S/F A/C> 1,117,717 0.8719. AWJ Family Pty Ltd <Angus W Johnson Family A/C> 1,100,000 0.5620. Geoff Stanley 1,089,564 0.55

Total 117,870,507 59.65

Company Secretary

The name of the Company Secretary is Catherine Anderson.

Registered Office & Principal Place of Business

Unit B3, 431 Roberts Road

SUBIACO WA 6008

Telephone: +61(8) 9287 4488

Facsimile: +61(8) 9388 8862

Register of Securities

The register of securities is held at:

Computershare

Level 2, 45 St Georges Terrace

Perth Western Australia 6000

Telephone: +61 (8) 9323 2003

Facsimile: +61 (8) 9323 2033

As at 21 September 2011

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Coal Tenements (Australia – Queensland)

Tenement Number Holder % Interest Status

Date Lodged Date Granted

EPC 2480 Boab Energy Pty Ltd 100% Granted 3-Jun-08 12-Jan-09EPC1331 Boab Energy Pty Ltd 100% Application 3-Jun-08 -

EPCA2363 Boab Energy Pty Ltd 100% Application -EPC1341 Boab Energy Pty Ltd 100% Granted 3-Jun-08 4-Aug-09EPC1367 Walloon Energy Pty Ltd 100% Granted 5-Jun-08 29-Sep-09EPC1370 Walloon Energy Pty Ltd 100% Granted 5-Jun-08 6-Aug-09EPC1372 Walloon Energy Pty Ltd 100% Application 5-Jun-08 -EPC1373 Walloon Energy Pty Ltd 100% Application 5-Jun-08 -EPC1375 Walloon Energy Pty ltd 100% Granted 5-Jun-08 30-Jun-09EPC1376 Walloon Energy Pty Ltd 100% Application 5-Jun-08 -

EPC1386Urea Corp of Australia Pty Ltd 100% Granted 6-Jun-08 17-Mar-10

EPC1389Urea Corp of Australia Pty Ltd 100% Granted 6-Jun-08 30-Mar-10

EPC1435Urea Corp of Australia Pty Ltd 100% Granted 30-Jun-08 9-Jun-10

EPC1698Urea Corp of Australia Pty Ltd 100% Granted 5-Mar-09 19-Feb-10

EPC1705Urea Corp of Australia Pty Ltd 100% Granted 13-Mar-09 19-Feb-10

EPC1736 Walloon Energy Pty Ltd 100% Granted 22-Apr-09 23-Feb-10EPC1737 Walloon Energy Pty Ltd 100% Granted 22-Apr-09 23-Feb-10EPC1739 Walloon Energy Pty Ltd 100% Granted 22-Apr-09 23-Feb-10EPC1808 Walloon Energy Pty Ltd 100% Application 1-Jul-09 -EPC1817 Walloon Energy Pty Ltd 100% Granted 8-Jul-09 29-Mar-10EPC1818 Walloon Energy Pty Ltd 100% Application 8-Jul-09 -EPC1949 Walloon Energy Pty Ltd 100% Application 1-Oct-09 -EPC1990 Walloon Energy Pty Ltd 100% Granted 4-Nov-09 29-Mar-10

EPC2021Urea Corp of Australia Pty Ltd 100% Application 15-Dec-09 -

MDL408 Boab Energy Pty Ltd 100% Application 11-Mar-09 -MDL427 Walloon Energy Pty Ltd 100% Application 15-Oct-09 -

MDL446Urea Corp of Australia Pty Ltd 100% Application 12-Aug-10 -

MDL447Urea Corp of Australia Pty Ltd 100% Application 12-Aug-10 -

Coal Tenements (Australia – Western Australia)

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Tenement Number Holder % Interest Status Title

E70/3726 Urea Corp of Australia Pty Ltd 100% Pending Margaret River

Coal Prospecting Permits (Canada - Saskatchewan)

CPP Number Holder % Interest Status

11122 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 200911123 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 200911124 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 200911125 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 200911134 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 200911135 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 200911136 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 200911137 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 200911138 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 200911139 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 200911140 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 200911141 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 200911142 Blackstone Energy Pty Ltd 100% Granted – 7 Dec 2009

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HEAD OFFICEUnit B3, 431 Roberts Road

Subiaco WA 6008T: +61 (08) 9287 4488F: +61 (08) 9388 8862

[email protected] 98 103 348 947

Photo taken of proposed project site 2011.

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Documents

Annual Report 2011 For personal use only - asx.com.au fileCorporate Report Directors Report Financial Statements Notes ... then urea. The processes are very similar – utilising coal’s