CAPE LAMBERT IRON ORE LIMITED and Controlled Entities ANNUAL REPORT 2008 ABN 71 095 047 920 23/10/08 3:44:53 PM Cape Lambert AR Cvr.indd 4-5 Annual Report 2008 CONTENTS Annual Report for the Financial Year ended 30 June 2008 Page Corporate directory ii Chairman’s report 1 Directors’ report 2 Auditor’s independence declaration 14 Corporate governance statement 15 Income statements 20 Balance sheets 21 Statements of changes in equity 22 Cash fl ow statements 24 Notes to the fi nancial statements 25 Directors’ declaration 58 Independent audit report 59 Additional stock exchange information 61 i CapeLambert2008.indd i 23/10/08 3:31:17 PM Process Black Cape Lambert Iron Ore Limited and Controlled Entities CORPORATE DIRECTORY Directors Bankers Dr Ian Burston - Executive Chairman National Australia Bank (Resigned 18 August 2008) 50 St George’s Terrace Mr Tony Sage - Executive Chairman Perth, WA 6000 Mr Peter Landau - Non-Executive Director Mr Brian Maher - Non-Executive Director AIM Broker Mr Tim Turner - Non-Executive Director / Secretary Collins Stewart Limited 9th Floor Share Registry 88 Wood Street Computershare Investor Services Pty Limited London EC2V 7QR GPO Box 2975 United Kingdom Melbourne VIC 3001 Australia AIM Nominated Advisor Tel: 1300 85 05 05 (Aus) Grant Thornton LLP +61 3 9415 4000 (Overseas) 30 Finsbury Square London EC2P 2YU Company Secretary United Kingdom Mr Tim Turner Depositary Former Names Computershare Investor Services PLC Hamill Resources Limited The Pavilions International Goldfi elds Limited Bridgwater Road Bristol BS13 8AE Stock Exchange Listing United Kingdom Australian Stock Exchange Tel: +44 870 703 6300 ASX code: CFE London Stock Exchange (AIM) Australian Public Relations AIM code: CLIO Professional Public Relations Level 1 Registered Offi ce and Country of Incorporation 588 Hay St 18 Oxford Close Subiaco, WA 6008 Leederville, Western Australia 6007 Tel: +61 8 9388 0944 Australia Tel: +61 8 9380 9555 UK Public Relations Conduit PR Ltd Solicitors 3rd Floor Steinepreis Paganin 76 Cannon Street Level 4, Next Building London EC4N 6AE 16 Milligan Street United Kingdom Perth, WA 6000 Tel: +44 20 7429 6666 Auditors PricewaterhouseCoopers QV1 Building Levels 19-21, 250 St George’s Terrace Perth, WA 6000 ii CapeLambert2008.indd ii 23/10/08 3:31:17 PM Process Black Annual Report 2008 CHAIRMAN’S REPORT Chairman’s Report Dear Shareholder I am delighted to be reporting on a landmark year for your Finally, the Board is proposing to undertake an equal reduction of Company in 2007/2008, with the successful sale of the Cape capital to Shareholders1 via a cash distribution and an unfranked Lambert magnetite iron ore resource and associated tenements, dividend, totaling approximately AUD$100 million. At the time of located in the Pilbara region of Western Australia. writing this report, the exact amount to be paid to Shareholders and a timetable applicable to the payments is expected to be I would like to thank former Chairman Ian Burston who contributed announced on or around 30 September. signifi cantly in unlocking upfront value for the 1.56 billion tonne JORC compliant fl agship asset, which settled in August for AUD$400 million with MCC Mining (Western Australia Pty Ltd), a wholly owned subsidiary of Chinese company China Metallurgical Group Corporation (“MCC”). The sale provides Cape Lambert with signifi cant cash reserves and the capital required for the Board to execute its new strategy Antony Sage of acquiring earlier stage projects, which have a longer time-frame Executive Chairman to development. Our strategy for the current year and beyond will be a renewed focus on identifying, developing and exploiting new 1 Return of capital and unfranked dividend payments are only mining assets and a fast track of exploration activities at the Cape applicable to Shareholders in the Company as at the Record Date Lambert South Iron Ore, which will now be the focus of our Pilbara and do not apply to option holders. exploration program. Since year end, the Company has secured Exploration License 47/1493 for the highly prospective tenement, enabling us to progress drill testing the 3km long, magnetic anomaly located in the license area. At the time of writing this report, drilling of the project, located immediately south of, and an extension to, MCC’s Project, is expected to occur in October. We are equally excited about the binding agreement Cape Lambert has signed since year end, to acquire 30% of Marampa Iron Ore Limited (“Marampa”), a Bermuda registered, wholly owned subsidiary of African Minerals Limited (“African Minerals”) and owner or the Marampa iron ore project located in Sierra Leone. In a cash/scrip deal valued at more than US$45 million, the proposed investment comes after more than eight months of due diligence by the Company, including several site visits by senior technical executives and former Chairman Ian Burston. The Board views the proposed acquisition as further testament to our renewed commitment to invest in projects that we feel bring considerable upside and create long-term value for shareholders. 1 CapeLambert2008.indd Sec1:1 23/10/08 3:31:18 PM Process Black Cape Lambert Iron Ore Limited and Controlled Entities DIRECTORS’ REPORT Directors’ Report The directors of Cape Lambert Iron Ore Limited (the “Company”) as follows: submit herewith the annual fi nancial report on the consolidated entity, consisting of the Company and the entities it controlled for The names and particulars of the directors of the Company during the fi nancial year ended 30 June 2008. In order to comply with or since the end of the fi nancial year are: the provisions of the Corporations Act 2001, the directors report DIRECTORS NAME PARTICULARS Ian Burston Executive Chairman (Resigned 18 August 2008) Antony Sage Executive Chairman (Appointed 18 August 2008) Brian Maher Non-Executive Director Timothy Turner Non-Executive Director Peter Landau Non-Executive Director Ian Burston Executive Chairman (Resigned 18 August 2008) Qualifi cations AM, CitWA, B.E(Mech), DipAeroEng (RMIT), HonDSc, FIEAust, CPEng, FAusIMM, FAICD Experience Dr Burston has exceptional skills in resource management and has more than 30 years of top-level experience in extractive and related industries. Dr Burston holds a Bachelor of Engineering (Mech) degree from Melbourne University and a Diploma in Aeronautical Engineering from Royal Melbourne Institute of Technology. He has completed the Insead Management Program in Paris and the Harvard Advanced Management Program in Boston. Formerly Dr Burston has held positions as Managing Director of Portman Limited, Managing Director and Chief Executive Offi cer of Aurora Gold Ltd, Chief Executive Offi cer of Kalgoorlie Consolidated Mines Pty Ltd, Vice President – WA Business Development CRA Ltd and Managing Director Hamersley Iron Pty Ltd. He was a non-executive Director of the Esperance Port Authority for ten years. Dr Burston is currently a non-executive Chairman of Broome Port Authority, NRW Ltd and Imdex Ltd, and a non-executive Director of Mincor Resources NL. Antony William Paul Executive Chairman (Appointed 18 August 2008, prior to that, an Executive Director for the year Sage ended 30 June 2008) Qualifi cations B.Com, FCPA, CA, FTIA Experience Mr Sage has in excess of 22 years experience in the fi elds of corporate advisory services, funds management and capital raising. Mr Sage is based in Western Australia and has been involved in the management and fi nancing of listed mining companies for the last 14 years. Mr Sage was a founding Director of International Goldfi elds Limited and its merger partner Hamill Resources Limited (the merged entity now being Cape Lambert Iron Ore Limited). Mr Sage is also a Director of currently listed International Goldfi elds Limited (ASX Code IGC). Brian Maher Non-Executive Director Qualifi cations B.E(Min.), FAusIMM, FIMM Experience Mr Maher has over 40 years experience in the mining industry, covering both underground and open cut operations, as a miner, supervisor, mining engineer, mine manager consultant, contractor and managing director. He has worked throughout the world, including Australia, Liberia, Guyana and the Philippines. He has spent over 12 years in the iron ore industry. Mr Maher has a Bachelor of Mining Engineering from the University of Melbourne, and is a fellow of both the Australian Institute of Mining and Metallurgy and The Institution of Mining and Metallurgy. Mr Maher has held senior management positions with leading mining and engineering companies throughout the world including Hamersley Iron, Broken Hill South, Griffi n Coal, Thyssen Mining Construction, Lameco Iron Ore, Kinhill Engineers, Linden Mining, Minproc Engineers and Nissho Iwai Mineral Sands. 2 CapeLambert2008.indd Sec1:2 23/10/08 3:31:18 PM Process Black Annual Report 2008 DIRECTORS’ REPORT Peter Landau Non-Executive Director Qualifi cations LLB, BCom Experience Mr Landau is a corporate lawyer and advisor who has previously worked with Grange Consulting Group, Clayton Utz and general counsel at Co-operative Bulk Holdings. Mr Landau is responsible for providing general corporate, capital raising, transaction and strategic advice to numerous ASX listed and unlisted companies. Mr Landau has project managed a signifi cant number of mining exploration and development transactions including capital raisings, M & A joint ventures and fi nancings. Mr Landau is a director of a number of ASX listed companies with particular focus on mining, oil and gas exploration and development in Australia and Africa. Mr Landau is currently a non-executive director of View Resources Limited, and executive director of NKWE Platinum Limited and Range Resources Limited. Timothy Paul Turner Non-Executive Director and Company Secretary Qualifi cations B.Bus, FCPA, FTIA, Registered Company Auditor Experience Mr Timothy Paul Turner has joined Cape Lambert Iron Ore Ltd in the dual position of Director and Company Secretary. As senior partner with Accounting fi rm, Hewitt Turner & Gelevitis, Mr Turner specialises in domestic business structuring, corporate and trust tax planning and corporate secretarial.