Announcement

FLLYR: AOR: Aorere full year result to 31 March 2019 02:10pm 
AOR
22/05/2019 14:10
FLLYR
PRICE SENSITIVE
REL: 1410 HRS Aorere Resources Limited

FLLYR: AOR: Aorere full year result to 31 March 2019

Directors' Review for the year to 31 March 2019
Financial results
Your directors submit the audited financial statements of Aorere Resources
Limited for the year to 31 March 2019. The trading result for the period was
a loss of 271,000 (2018 - $528,000 loss). The reduced loss arose due to a
reduction in operating costs
Operations Report
As at 21 May 2019, our portfolio comprised the following investments.

Chatham Rock Phosphate
Chatham Rock Phosphate ("CRP") remains the investment that we are most
involved with operationally and it presently represents 50.5% of our assets.
We are also one of the major CRP shareholders with 2.2% and in conjunction
with AOR and CRP directors, staff and consultants hold 28.8%, effectively a
controlling interest.
CRP was granted a mining permit in 2013 to develop New Zealand's only
significant source of environmentally- friendly pastoral phosphate fertiliser
and is now preparing to embark on a revised environmental consent
application.
CRP's role is focused on delivering a secure and sustainable local supply of
low-cadmium phosphate that will reduce fertiliser run-off into waterways,
produce healthier soils and shrink fertiliser needs over time.
The resource has an estimated gross value of $5 to $7 billion, representing
one of New Zealand's most valuable mineral assets and is of huge strategic
significance because phosphate is essential to maintain New Zealand's high
agricultural productivity. Local and international investors have contributed
more than $40 million to evaluate the project's financial viability,
environmental benefits and impacts, technical and logistical requirements,
local and international product uses.
CRP proposes to extract up to 1.5 million tonnes of phosphate nodules from
the top half metre of sand on identified parts of an 820km2 area on the
Chatham Rise, 450km off the west coast of New Zealand, in waters of 400m. The
earlier environmental consenting process has established extraction would
have no material impact on fishing yields or profitability, marine mammals or
seabirds.
In progressing plans to submit a new application, CRP notes that the 2017
revisions to the 2013 EEZ Act achieved

helpful changes in the permitting process. CRP continues to interact with
iwi, academic, industry and central government in order to get the message
across that its success will ensure that New Zealand can benefit from an
environmentally superior phosphate source.
Significantly, environmental permit grants relating to the mining of other
marine phosphate deposits offshore Mexico and Namibia appear to be getting
closer.
In March 2017, CRP listed on the Toronto Stock Exchange to provide a more
useful share-trading platform for overseas shareholders and facilitate the
capital raising needed for the consenting process and beyond.
Subsequently, at the request of their European shareholder base, CRP listed
on the Frankfurt Stock Exchange.
As earlier announced CRP is also seeking to own other sustainable rock
phosphate sources, to move from being a single project company.
Asian Mineral Resources
Our investment in TSX.V listed Asian Mineral Resources (AMR) dates back to
2000.
AMR has divested its 90-per-cent ownership interest in the Ban Phuc nickel
mine in Vietnam to Ta Khoa Mining Ltd, a company established by its
longstanding in-country senior manager, Stephen Ennor.
AMR is now effectively a shell company and the AMR Board is evaluating a
number of opportunities with the objective of taking AMR in a new direction.
We look forward with great anticipation to the next steps and remain
represented on the AMR board.
The Future
We hold stakes in two companies that still have promising prospects.
Our other key asset is the NZX main board listing status enjoyed by Aorere
Resources - these listings are expensive to achieve via an IPO process.
Acquisition of a listing such as ours offers a path to market that can be an
attractive alternative to private companies seeking to join the NZX. Your
directors are exploring ways of unlocking this value while still retaining
control of our existing assets.
As already announced we propose to seek further capital from shareholders in
order to continue with these objectives.
Chris Castle Peter Liddle
Managing director Chairman
22 May 2019

Aorere Resources Limited
Results for announcement to the market

Reporting Period 12 months to 31 March 2019
Previous Reporting Period 12 months to 31 March 2018

Amount NZ(000s) Percentage change
Revenue from ordinary activities NZ$ 294 44.1%
Profit (loss) from ordinary activities after tax attributable to security
holder (NZ$ 271) 47.1%
Net profit (loss) attributable to security holders (NZ$ 271) 47.1%

Interim/Final Dividend Amount per security Imputed amount per security
It is not proposed to pay a dividend for the reporting period.

Record Date Not Applicable
Dividend Payment Date Not Applicable

Comments: This announcement should be read in conjunction with the attached
Aorere Resources Limited Financial Statements for the year ended 31 March
2019 and the Full Year results presentation.

31 March 2019 31 March 2018
Net Tangible Assets per security
NZ$0.00 NZ$0.00

31 March 2019 31 March 2018
Basic Earnings per share NZ$0.00 NZ$0.00
Diluted Earnings per share NZ$0.00 NZ$0.00

Audit: This report is based on financial statements which have been audited.
Aorere's auditors have issued an unqualified audit opinion, and a copy of the
audit report is included in the attached Financial Statements.

AORERE RESOURCES LIMITED

Financial Statements

For the year ended 31 March 2019

AORERE RESOURCES LIMITED
Directory

Directors: Peter Liddle (Chairman) (1)(2)
Chris Castle
Jill Hatchwell (1)
Linda Sanders
Simon Henderson (1)(2)
Contacts: +643 525 9170 or +6421 558 185 or chris@widespread.co.nz
Website: www.aorereresources.co.nz
Headquarters: Level 1, 93 The Terrace, Wellington
Postal: P O Box 231, Takaka 7142
Registered office: 1232 State Highway 60, Onekaka, Golden Bay
Share registry: Link Market Services, 80 Queen Street, Auckland
Auditors: BDO Wellington Audit Limited, Chartered Accountants House, 50
Customhouse Quay, Wellington
Legal Advisers: Duncan Cotterill, Chartered Accountants House, 50
Customhouse Quay, Wellington
Bankers: ANZ Banking Group (New Zealand) Ltd, 215-229 Lambton Quay,
Wellington

(1) Member of Audit Committee
(2) Member of Remuneration Committee

AORERE RESOURCES LIMITED
Directors' Report

In the opinion of the directors of Aorere Resources Limited, the financial
statements and notes, on pages 5 to 27:

o Comply with New Zealand generally accepted accounting practice and give a
true and fair view of the financial position of the Company and Group as at
31 March 2019 and the results of their operations and cash flows for the year
ended on that date.
o Have been prepared using appropriate accounting policies, which have been
consistently applied and supported by reasonable judgements and estimates.

The directors believe that proper accounting records have been kept which
enable, with reasonable accuracy, the determination of the financial position
of the Company and Group and facilitate compliance of the financial
statements with the Financial Reporting Act 2013.

The directors consider that they have taken adequate steps to safeguard the
assets of the Company and Group, and to prevent and detect fraud and other
irregularities. Internal control procedures are also considered to be
sufficient to provide a reasonable assurance as the integrity and reliability
of the financial statements.

The directors are pleased to present the financial statements of Aorere
Resources Limited for the year ended 31 March 2019.

For and on behalf of the Board of Directors:

........................................
....................................................
Peter Liddle Chris D Castle
Director Director
22 May 2019 22 May 2019

AORERE RESOURCES LIMITED

CONTENTS

Page

Statement of Financial Position 5

Statement of Profit or Loss and Other Comprehensive Income 6

Statement of Changes in Equity 7

Statement of Cash Flows 8

Notes to the Financial Statements 9-27

Independent Auditors' Report 28-30

AORERE RESOURCES LIMITED
Statement of Financial Position
As at 31 March 2019

Group
In thousands of dollars Note 2019 2018

Assets
Other investments 10 111 204
Investments in Chatham Rock Phosphate Limited 9 91 202

Total non-current assets 202 406

Cash and cash equivalents 12 1 33
Trade and other receivables 13 7 10
Other investments 10 2 2
Prepayments 6 11

Total current assets 16 56

Total assets 218 462

Equity
Share capital 16 14,342 14,342
Share warrant reserve 16 5 5
Accumulated losses 16 (14,444) (14,173)
Total equity attributable to equity holders of the Company
(97)
174

Total equity (97) 174

Liabilities
Trade and other payables 14 280 253
Other financial liabilities 15 35 -

Total current liabilities 315 253

Other financial liabilities 15 - 35

Total non-current liabilities - 35

Total equity and liabilities
218
462

The financial statements have been approved by the Board of Directors on 22
May 2019.

The notes on pages 9 to 27 are an integral part of these financial
statements.
AORERE RESOURCES LIMITED
Statement of Profit or Loss and Other Comprehensive Income
For the year ended 31 March 2019

Group
In thousands of dollars Note 2019 2018

Revenue 6 294 204

Net Finance income/(expenses) 3 (1)

Administration expenses 7 (317) (502)
(Loss)/gain on disposal of fair value through profit and loss investments
(2018: available-for-sale investments)

(6)

18
Change in fair value of financial assets at fair value through profit and
loss (2018: Impairment of available-for-sale financial assets)

(245)

(221)
Impairment of investments (-) (10)

Profit/(loss) before income tax (271) (512)

Income tax credit/(expense) 8 - -
Profit/(loss) for the year attributable to shareholders
(271)
(512)

Other Comprehensive income
Items that may be reclassified to profit or loss
Change in fair value of available-for-sale financial assets
-
(16)
Other comprehensive income for the year, net of tax
-
(16)

Total other comprehensive income
(271)
(528)

Basic (loss)/earnings per share
17
(0.018)
(0.037)
Diluted (loss)/earnings per share (0.018) (0.037)

The notes on pages 9 to 27 are an integral part of these financial
statements.

AORERE RESOURCES LIMITED
Statement of Changes in Equity
For the year ended 31 March 2019

In thousands of dollars

Share capital Available for sale
fair value
reserve
Share warrant reserve

Accumulated losses

Total

Balance at 1 April 2018 14,342 - 5 (14,173) 174
Profit/(loss) for the year - - - (271) (271)
TTotal comprehensive income for the year
-
-
-
(271)
(271)

Balance at 31 March 2019 14,342 - 5 (14,444) (97)

Balance at 1 April 2017 14,081 16 5 (13,661) 441
Profit/(loss) for the year - - - (512) (512)
Other comprehensive income - (16) - - (16)
TTotal comprehensive income for the year
-
(16)
-
(512)
(528)

Transactions with owners in their capacity as owners
Issue of shares 264 - - - 264
Share issue costs (3) - - - (3)

Balance at 31 March 2018 14,342 - 5 (14,173) 174

The notes on pages 9 to 27 are an integral part of these financial
statements.
AORERE RESOURCES LIMITED
Statement of Cash Flows
For the year ended 31 March 2019

Group
In thousands of dollars Note 2019 2018

Cash flows from operating activities
Cash received from customers 144 204
Interest received 2 2
Cash paid to suppliers (231) (370)
Tax refund received - 1

Net cash (used in) operating activities
19
(85)
(163)

Cash flows from investing activities
Proceeds from sale of other investments non-current
33
51
Proceeds from related parties 20 30
Proceeds from NZX Bond - 3
Purchase of other investments non-current - (60)

Net cash generated from investing activities

53

24

Cash flows from financing activities
Proceeds from issue of share capital - 116

Net cash from financing activities

-
116

Net increase/(decrease) in cash and cash equivalents
(32)
(23)

Cash and cash equivalents at 1 April 33 56

Cash and cash equivalents at 31 March 12 1 33

The notes on pages 9 to 27 are an integral part of these financial
statements.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

Page

1. Reporting entity 10

2. Basis of preparation 10-11

3. Significant accounting policies 11-15

4. Determination of fair values 15

5. Segment reporting 16

6. Revenue 17

7. Administrative expenses 17

8. Income tax expense in the Statement of profit or loss and
other comprehensive income 18

9. Investment in Chatham Rock Phosphate 19

10. Investments 19

11. Deferred tax assets and liabilities 19-20

12. Cash and cash equivalents 20

13. Trade and other receivables 20

14. Trade and other payables 20

15. Other financial liabilities 21

16. Capital and reserves 21

17. Earnings/(loss) per share 22

18. Financial instruments 22-25

19. Reconciliation of the profit/(loss) for the period with
the net cash from operating activities 25

20. Related parties 26

21. Contingencies 27

22. Group entities 27

23. Subsequent events 27

24. Effects of changes in accounting policies 27

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

1. Reporting entity

Aorere Resources Limited (the "Company"), is a company domiciled and
incorporated in New Zealand, registered under the Companies Act 1993 and
listed on the New Zealand Stock Exchange ("NZX"). The Company is a FMC
Reporting entity in terms of the Financial Markets Conduct Act 2013.

The consolidated financial statements of Aorere Resources Limited as at and
for the year ended 31 March 2019 comprise the Company and its subsidiaries
(together referred to as the "Group") and the Group's interest in equity
accounted investees.

Aorere Resources Limited invests and trades in a range of locally and
overseas listed equities and derives income from interest, dividends and
management fees.

2. Basis of preparation

(a) Statement of compliance
For the purposes of complying with generally accepted accounting practice in
New Zealand ("NZGAAP"), the Group is a for-profit entity.

These financial statements comply with NZGAAP, New Zealand equivalents to
International Financial Reporting Standards ("NZIFRS"), International
Financial Reporting Standards, and the requirements of the Financial Market
Conduct Act 2013.

The financial statements were approved by the Board of Directors on - 22 May
2019.

(b) Basis of measurement
The financial statements have been prepared on the historical cost
convention, as modified by the revaluation of certain assets and liabilities
as identified in specific accounting policies below.

The methods used to measure fair values are discussed further in Note 4.

(c) Going concern
The Group incurred a net loss of $271,000 (2018: $512,000) and generated
negative operating cash flows of $85,000 (2018: $163,000) during the year
ended 31 March 2019. In addition, at 31 March 2019 the Group's current
liabilities exceeded its current assets by $299,000 (2018: $197,000) and
total liabilities exceeded total assets by $97,000 (2018: total assets
exceeded total liabilities by $174,000). However included in total
liabilities is $102,000 which is due to Related parties and is payable in
shares. Refer Note 20.

After considering the Group's cash position, including forecasted revenues
and cash flows through until 30 June 2020, the Directors believe there will
be sufficient funds to meet the Group's ongoing working capital obligations
as they fall due. This will only be possible if the Group is able to sell
investments and or raise further capital by one or a combination of placement
of shares, pro-rata issue to shareholders, or further issue of shares to the
public.

Subsequent to balance date the Company has commenced a share purchase plan
(SPP) offer to existing shareholders. The SPP offers existing shareholders
the opportunity to apply for either an $800 (representing 1 million shares)
or $1,600 (representing 2 million shares) parcel of new shares at an issue
price of $0.0008 per share. Shareholders can choose to apply for more shares
beyond this allocation, subject to the availability of shares.

Based on these factors, the Directors have concluded that it is appropriate
to prepare the financial statements on the basis that the Group is a going
concern.

A material uncertainty exists surrounding the Group's ability to raise
additional capital. If the Group is unable to raise additional capital,
significant doubt would be cast on the validity of the going concern
assumption. If the going concern assumption is not valid, the Group may be
unable to realise its assets and discharge its liabilities in the normal
course of business. The financial statements do not include any adjustments
that may need to be made should the Group no longer continue to be a going
concern.

(d) Functional and presentation currency
These financial statements are presented in New Zealand dollars, which is
the Group's functional currency.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

2. Basis of preparation (continued)

(e) Use of estimates and judgements
The preparation of financial statements requires management to make
judgements, estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets, liabilities, income
and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised and in any future periods affected.

In particular, information about significant areas of estimation uncertainty
and critical judgements in applying accounting policies that have the most
significant effect on the amount recognised in the financial statements are
described in the following notes:

o Note 4(a) - valuation of unlisted investments
o Note 9 - Investment in Chatham Rock Phosphate

(f) Changes in Accounting Policies
New standards, interpretations and amendments effective from 1 April 2018

New standards impacting the Group that have been adopted in the annual
financial statements for the year ended 2019, and which have given rise to
changes in the Group's accounting policies include:

o NZ IFRS 9 Financial Instruments (NZ IFRS 9); and
o NZ IFRS 15 Revenue from Contracts with Customers (NZ IFRS 15)

There was no impact on any of the line items of the financial statements from
the implementation. Refer to Note 24 for the effects of changes in accounting
policies.

(g) New NZ IFRS standards and interpretations issued but not yet adopted
At the date of authorisation of these financial statements, certain new
standards and interpretations to existing standards have been published but
not yet effective, and have not been adopted early by the Group.

All pronouncements will be adopted in the first accounting period beginning
on or after the effective date of the new standard. Information on new
standards, amendments and interpretations that are expected to be relevant to
the company's financial statements is provided below. Certain other new
standards and interpretations issued but not yet effective, that are not
expected to have a material impact on the Group's financial statements, have
not been disclosed.

There are no other NZ IFRSs or NZ IFRIC interpretations that are not yet
effective that would be expected to have a material impact on the Group.

3. Significant accounting policies

For the purposes of these financial statements the accounting policies set
out below have been applied consistently to all periods presented, except for
Financial Instruments, refer to Note 24 regarding the effect of changes in
accounting policies.

(a) Basis of consolidation
(i) Subsidiaries
The consolidated financial statements comprise the financial statements of
the Group and its subsidiaries as at 31 March 2019. Control is achieved when
the Group is exposed, or has rights, to variable returns from its involvement
with the investee and has the ability to affect those returns through its
power over the investee.

Specifically, the Group controls an investee if and only if the Group has:
o Power over the investee (i.e. existing rights that give it the current
ability to direct the relevant activities of the investee)
o Exposure, or rights, to variable returns from its involvement with the
investee, and
o The ability to use its power over the investee to affect its returns.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

3. Significant accounting policies (continued)

The Group re-assesses whether or not it controls an investee if facts and
circumstances indicate that there are changes to one or more of the three
elements of control. Consolidation of a subsidiary begins when the Group
obtains control over the subsidiary and ceases when the Group loses control
of the subsidiary. Assets, liabilities, income and expenses of a subsidiary
acquired or disposed of during the year are included in the financial
statements from the date the Group gains control until the date the Group
ceases to control the subsidiary.

(ii) Associates (equity accounted investees)
Associates are those entities in which the Group has significant influence,
but not control, over the financial and operating policies. Associates are
accounted for using the equity method (equity accounted investees). The
consolidated financial statements include the Group's share of the income and
expenses of equity accounted investees, after adjustments to align the
accounting policies with those of the Group, from the date that significant
influence commences until the date that significant influence ceases. When
the Group's share of loss exceeds its interest in an equity accounted
investee, the carrying amount of that interest is reduced to nil and the
recognition of further losses is discontinued except to the extent that the
Group has an obligation or has made payments on behalf of the investee.

(iii) Transactions eliminated on consolidation
Intra-group balances, and any unrealised income and expenses arising from
intra-group transactions, are eliminated in preparing the consolidated
financial statements. Unrealised gains arising from transactions with equity
accounted investees are eliminated against the investment to the extent of
the Group's interest in the investee. Unrealised losses are eliminated in the
same way as unrealised gains, but only to the extent that there is no
evidence of impairment.

(b) Foreign currency
Foreign currency transactions
Transactions in foreign currencies are translated to the functional currency
of the individual group entity at exchange rates at the dates of the
transactions. Monetary assets and liabilities denominated in foreign
currencies at the reporting date are retranslated to the functional currency
at the exchange rate at that date. The foreign currency gain or loss on
monetary items is the difference between amortised cost in the functional
currency at the beginning of the period, adjusted for effective interest and
payments during the period, and the amortised cost in foreign currency
translated at the exchange rate at the end of the period. Non-monetary assets
and liabilities denominated in foreign currencies that are measured at fair
value are retranslated to the functional currency at the exchange rate at the
date that the fair value was determined. Foreign currency differences arising
on retranslation are recognised in profit or loss.

(c) Share capital
Ordinary shares
Incremental costs directly attributable to the issue of ordinary shares and
share options are recognised as a deduction from equity.

(d) Director benefits
Equity settled transactions
Directors expenses are recognized when the service is provided, and shares
are issued to meet this obligation at a later date.

(e) Revenue
Performance obligations and timing of revenue recognition

Services
The Group carries out management services for clients, with revenue
recognised typically on an over time basis. The contracts require payment to
be received for the time and effort spent by the Group on progressing the
contracts in the event of the customer cancelling the contract prior to
completion for any reason other than the Group's failure to perform its
obligations under the contract. On partially complete contracts, the Group
recognises revenue based on stage of completion of the service which is
estimated by comparing the number of months spent on the service with the
total number of months contracted (i.e. an input based method). This is
considered a faithful depiction of the transfer of services and therefore
also represents the amount to which the Group would be entitled based on its
performance to date.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

3. Significant accounting policies (continued)

(f) Finance income and expenses
Finance income comprises interest income on funds invested, dividend income,
and gains on the disposal of fair value through profit and loss financial
assets (2018: available-for-sale financial assets), changes in the fair value
of financial assets at fair value through profit or loss, and foreign
currency gains that are recognised in profit or loss. Interest income is
recognised as it accrues, using the effective interest method. Dividend
income is recognised on the date that the Group's right to receive payment is
established, which in the case of quoted securities is the ex-dividend date.

Finance expenses comprise interest expense on borrowings, foreign currency
losses, changes in the fair value of financial assets at fair value through
profit or loss, impairment losses recognised on financial assets (except for
trade receivables), and losses on the disposal of fair value through profit
and loss financial assets (2018: available-for-sale financial assets) that
are recognised in profit or loss. All borrowing costs are recognised in
profit or loss using the effective interest method.

(g) Income tax expense
Income tax expense comprises current and deferred tax. Income tax expense is
recognised in profit or loss except to the extent that it relates to items
recognised directly in other comprehensive income, in which case it is
recognised in other comprehensive income.

Current tax is the expected tax payable on the taxable income for the year,
using tax rates enacted or substantively enacted at the balance date, and any
adjustment to tax payable in respect of previous years.

Deferred tax is provided for temporary differences between the carrying
amounts of assets and liabilities for financial reporting purposes and the
corresponding tax bases of those items. The following temporary differences
are not provided for: the initial recognition of assets or liabilities that
affect neither accounting nor taxable profit, differences relating to
investments in subsidiaries to the extent that they will probably not reverse
in the foreseeable future and differences relating to investments in equity
accounted investees. The amount of deferred tax provided is based on the
expected manner of realisation or settlement of the carrying amount of assets
and liabilities, using tax rates enacted or substantively enacted at the
reporting date.

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

(h) Earnings per share
The Group presents basic and diluted earnings per share (EPS) data for its
ordinary shares. Basic EPS is calculated by dividing the profit or loss
attributable to ordinary shareholders of the Group by the weighted average
number of ordinary shares outstanding during the period. Diluted EPS is
determined by adjusting the profit or loss attributable to ordinary
shareholders and the weighted average number of ordinary shares outstanding
for the effects of all dilutive potential ordinary shares.

(i) Financial Instruments

Financial assets
The Group classifies its financial assets into one of the categories
discussed below, depending on the purpose for which the asset was acquired.
The Group's accounting policy for each category is as follows:

Fair value through profit or loss
This category comprises in-the-money derivatives (see "Financial liabilities"
section for out-of-money derivatives classified as liabilities). They are
carried in the statement of financial position at fair value with changes in
fair value recognised in the consolidated statement of comprehensive income
in the finance income or expense line. Other than derivative financial
instruments which are not designated as hedging instruments, the Group does
not have any assets held for trading, however it has classified other
investments and investments in Chatham Rock Phosphate Limited as fair value
through profit and loss.

Amortised cost
These assets arise principally from the provision of goods and services to
customers (e.g. trade receivables), but also incorporate other types of
financial assets where the objective is to hold these assets in order to
collect contractual cash flows and the contractual cash flows are solely
payments of principal and interest. They are initially recognised at fair
value plus transaction costs that are directly attributable to their
acquisition or issue, and are subsequently carried at amortised cost using
the effective interest rate method, less provision for impairment.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

3. Significant accounting policies (continued)

Impairment provisions for current and non-current trade receivables are
recognised based on the simplified approach within NZ IFRS 9 using a
provision matrix in the determination of the lifetime expected credit losses.
During this process the probability of the non-payment of the trade
receivables is assessed. This probability is then multiplied by the amount
of the expected loss arising from default to determine the lifetime expected
credit loss for the trade receivables. For trade receivables, which are
reported net, such provisions are recorded in a separate provision account
with the loss being recognised within cost of sales in the consolidated
statement of comprehensive income. On confirmation that the trade receivable
will not be collectable, the gross carrying value of the asset is written off
against the associated provision.

Impairment provisions for receivables from related parties and loans to
related parties are recognised based on a forward looking expected credit
loss model. The methodology used to determine the amount of the provision is
based on whether there has been a significant increase in credit risk since
initial recognition of the financial asset. For those where the credit risk
has not increased significantly since initial recognition of the financial
asset, twelve month expected credit losses along with gross interest income
are recognised. For those for which credit risk has increased significantly,
lifetime expected credit losses along with the gross interest income are
recognised. For those that are determined to be credit impaired, lifetime
expected credit losses along with interest income on a net basis are
recognised.

From time to time, the Group elects to renegotiate the terms of trade
receivables due from customers with which it has previously had a good
trading history. Such renegotiations will lead to changes in the timing of
payments rather than changes to the amounts owed and, in consequence, the new
expected cash flows are discounted at the original effective interest rate
and any resulting difference to the carrying value is recognised in the
consolidated statement of comprehensive income (operating profit) as part of
the impairment expense.

The Group's financial assets measured at amortised cost comprise trade and
other receivables, related party loans and cash and cash equivalents in the
consolidated statement of financial position.

Cash and cash equivalents includes cash in hand, deposits held at call with
banks, other short term highly liquid investments with original maturities of
three months or less, and - for the purpose of the statement of cash flows -
bank overdrafts. Bank overdrafts are shown within loans and borrowings in
current liabilities on the consolidated statement of financial position.

Fair value through other comprehensive income
No assets are classified as Fair value through other comprehensive income.

Financial liabilities
The Company/Group classifies its financial liabilities into one of two
categories, depending on the purpose for which the liability was incurred.
The Group's accounting policy for each category is as follows:

Fair value through profit or loss
This category comprises out-of-the-money derivatives (see "Financial assets"
for in-the-money derivatives). They are carried in the consolidated statement
of financial position at fair value with changes in fair value recognised in
profit and loss. The Group does not hold or issue derivative instruments for
speculative purposes, but for hedging purposes. Other than these derivative
financial instruments, the Group does not have any liabilities held for
trading nor has it designated any financial liabilities as being at fair
value through profit or loss, other than the convertible note debt described
further below..

Other financial liabilities
Other financial liabilities include the following items:

Bank borrowings and the Group's redeemable preference shares are initially
recognised at fair value net of any transaction costs directly attributable
to the issue of the instrument. Such interest bearing liabilities are
subsequently measured at amortised cost using the effective interest rate
method, which ensures that any interest expense over the period to repayment
is at a constant rate on the balance of the liability carried in the
consolidated statement of financial position.

Liability components of convertible loan notes are measured as described
further below.

Trade payables and other short-term monetary liabilities, which are initially
recognised at fair value and subsequently carried at amortised cost using the
effective interest method.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

3. Significant accounting policies (continued)

Convertible debt

The proceeds received on issue of the Group's convertible debt are allocated
into their liability and equity components. The amount initially attributed
to the debt component equals the discounted cash flows using a market rate of
interest that would be payable on a similar debt instrument that does not
include an option to convert. Subsequently, the debt component is accounted
for as fair value through profit and loss until extinguished on conversion or
maturity of the bond. The remainder of the proceeds is allocated to the
conversion option and is recognised in the "Convertible debt option reserve"
within shareholders' equity, net of income tax effects.

Share capital

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

The Group's ordinary shares are classified as equity instruments.

4. Determination of fair values

A number of the Group's accounting policies and disclosures require the
determination of fair value, for both financial and non-financial assets and
liabilities. Fair values have been determined for measurement and/or
disclosure purposes based on the following methods. Where applicable, further
information about the assumptions made in determining fair values is
disclosed in the notes specific to that asset or liability.

(a) Investments in equity and debt securities
The fair value of financial assets at fair value through profit or loss (and
available-for-sale financial assets in 2018) is determined by reference to
their quoted bid price at the reporting date. Where an active market does not
exist around reporting date, a proxy for the quoted bid price is determined
using active market prices for a period closest to the reporting date. For
equity investments which are unlisted, the fair value is based on appropriate
valuation methodology. The Group has one unlisted investment, being shares in
Tasman Capital. Fair value of this investment is based on the listed share
prices of the shares it owns, as that makes up the bulk of the assets and
equity of Tasman Capital.

(b) Receivables
The fair value of receivables is estimated as the present value of future
cash flows, discounted at the market rate of interest at the reporting date.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

5. Segment reporting

Segment information is presented in respect of the Group's business and
geographical segments. For management purposes there is only one operating
segment which is investment.

Geographical segments
The investment segment operates in three principal geographical areas, New
Zealand, Canada and other.

In presenting information on the basis of geographical segments, segment
revenue is based on the geographical location of investments. Segment assets
are based on the geographical location of the assets.

Group - Geographical segments

In thousands of dollars
New Zealand
Canada
Other
Total

2019
Interest revenue 3 - - 3
Other revenue 215 79 - 294

Total revenue 218 79 - 297

Segment assets 193 25 - 218

Other segment information
Investment in Chatham Rock Phosphate 91 - - 91

2018
Interest revenue 3 - - 3
Other revenue 204 - - 204

Total revenue 207 - - 207

Segment assets 344 118 - 462

Other segment information
Investment in Chatham Rock Phosphate 202 - - 202

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

6. Revenue

Group
In thousands of dollars Note 2019 2018

Consultancy fees 20 144 204
Directors fees 20 79 -
Other income 1 -
Forgiveness of debt 20 70 -

Total revenue
294
204

7. Administrative expenses

The following items of expenditure are included in administrative expenses:

Group
In thousands of dollars Note 2019 2018

Auditor's remuneration to BDO comprises:
Audit of financial statements 20 20
Tax return preparation 3 6

Total auditor's remuneration
23
26

Accountancy
10
13
Consultancy fees - 1
Directors fees 20 42 42
General expenses 4 6
Insurance 5 14
Legal fees 13 37
Listing fees 25 26
Management fees 20 184 324
Registry fees 11 11
Travel expenses - 2

Total administration expenses
317
502

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

8. Income tax expense in the Statement of Profit and Loss and Other
Comprehensive Income

Reconciliation of effective tax rate
Group
In thousands of dollars 2019 2018

Profit/(loss) for the year (271) (512)
Total income tax (credit)/expense - -

Profit/(loss) excluding income tax
(271)
(512)
Income tax using the Company's domestic tax rate (28%)
(76)
(143)

Tax effect of:
Non-deductible expenses 78 17
Non-assessable income - (5)
Non-assessable equity accounted earnings - 62
Current year losses for which no deferred tax asset is recognised
33
52
Change in unrecognised temporary differences 1 12
Change in recognised temporary differences (39) -
Investment income calculated under tax legislation 3 5

Income tax (credit)/expense
-
-

Comprising:
Current tax expense - -

Deferred tax expense (Note 11)
Origination and reversal of temporary differences 1 (1) (12)
Change in unrecognised temporary differences 1 12

- -
Total income tax (credit)/ expense recognised directly in profit or loss

-

-

The current tax liability/(asset) consists of:
Resident withholding tax paid - -

Current tax liability/(asset) - -

Imputation credit account
Imputation credits at 1 April 197 198
Resident withholding tax deducted - 1 -
New Zealand tax payments, net of refunds
-
-
(1)

Imputation credits at 31 March 197 197

The closing balance represents imputation credits available to be attached to
any future distributions from the Company's reserves, subject to shareholder
continuity provisions.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

9. Investment in Chatham Rock Phosphate

At year end the Group has a 2.7% (2018: 3.6%) interest in Chatham Rock
Phosphate Limited (Listed on the TSX). The Company aims to be the premier
supplier of direct application phosphate to the New Zealand and global
agricultural sector.

The Directors have determined the fair value of the investment to be $91,000
based on the listed price of CAD $0.15 cents on 29 March 2019 converted to
NZD.

10. Investments

Other investments

Group
In thousands of dollars 2019 2018

Non-current investments
Fair value through profit and loss (2018: Available-for-sale financial
assets)
Listed equity shares 25 118
Unlisted equity shares 6 6

Held as Amortised cost (2018: Loans and Receivables)
NZX Bond 80 80

111 204
Current investments
Financial assets designated at fair value through profit or loss
2
2

The NZX have a charge over the NZX Bond of $75,000.

11. Deferred tax assets and liabilities

Recognised deferred tax assets and liabilities
Deferred tax assets and liabilities are attributable to the following:

Group
In thousands of dollars 2019 2018

Trade and other payables - (39)
Tax losses - 39

Net tax (assets)/liabilities - -

Movement in temporary differences during the year:

In thousands of dollars Balance at 1/4/18 Recognised in income Balance at
31/3/19

Trade and other payables (39) 39 -
Tax losses 39 (39) -

- - -

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

11. Deferred tax assets and liabilities (continued)

In thousands of dollars Balance at 1/4/17 Recognised in income Balance at
31/3/18

Trade and other payables (27) (12) (39)
Tax losses 27 12 39

- - -

Unrecognised deferred tax assets
Deferred tax assets have not been recognised in respect of the following
items:

Group
In thousands of dollars 2019 2018

Tax losses (243) (210)

Net tax (assets)/liabilities (243) (210)

The tax losses do not expire under current tax legislation, subject to
shareholder continuity provisions. The temporary differences arising on
non-current investments do not expire under current tax legislation.
Deferred tax assets have not been recognised in respect of these items
because the timing of future taxable profits against which the Group can
utilise the benefits of these items is uncertain.

12. Cash and cash equivalents

Group
In thousands of dollars 2019 2018

Bank balances 1 9
Haywoods Broker account - 24

Cash and cash equivalents in the statement of cash flows 1 33

13. Trade and other receivables
Group
In thousands of dollars 2019 2018

GST receivable 5 8
Interest receivable 2 2

7 10

14. Trade and other payables
Group
In thousands of dollars 2019 2018

Trade creditors 7 5
Other payables 22 24
Related party payables 251 224

280 253

Related party payables includes $149,000 (2018:$164,000) payable in cash and
$102,000 (2018:$60,000) payable in shares.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

15. Other Financial Liabilities
Group
In thousands of dollars 2019 2018

Convertible Debenture 35 35

35 35

Convertible Debenture
As part of pursuing the Nevada Project, Mr Gordon Fretwell advanced to the
Group NZ$35,000 on 31 October 2016 (Debt) to help meet project related costs.
The Group has entered into a convertible instrument with Mr Gordon Fretwell,
under which Mr Gordon Fretwell may elect (in whole or in part) to convert the
Debt to fully paid shares in the Company at an issue price of $0.0009 per
share. If the Debt has not been converted on or before 31 March 2020, the
Company must repay the Debt. The Debt is interest free. The volume weighted
average market price of a share in the Company over the 12 month period to 31
March 2019 was $0.001. The issue of shares on conversion at $0.0009 reflects
a 10% discount to this price. The entire balance has been classified as debt
as, in the director's opinion, the value of the conversion features are not
material.

16. Capital and reserves

Share capital
Ordinary shares
In thousands of shares 2019 2018

On issue at 1 April 1,476,456 1,210,527
Issued for cash - 141,035
Issued in lieu of payment - 124,894

On issue at 31 March 1,476,456 1,476,456

Ordinary Shares
All issued shares are fully paid and have no par value. The holders of
ordinary shares are entitled to receive dividends and are entitled to one
vote per share at meetings of the Company. All shares rank equally with
regard to the Company's residual assets.

In May 2017 the Company issued 94,893,585 ordinary shares in aggregate to
Campbell McKenzie, Wairaka Rock Services Limited and Techbase International
Limited in satisfaction of payment for services rendered to the Company in
the financial year 1 April 2016 to 31 March 2017. The issue prices were
$0.00129 per share (18,604,651 shares); $0.00125 per share (21,600,000
shares); $0.002 per share (7,875,000 shares); $0.001 per share (45,690,940
shares) and $0.00187 per share (1,122,994 shares).

In September 2017 the Company completed a Rights Issue which resulted in the
issue of 141,034,977 ordinary shares at $0.00085.

In September 2017 the Company issued 30,000,000 ordinary shares in aggregate
to Chris Castle in satisfaction of payment for services under his consultancy
agreement and relating to the year ended 31 March 2017. The issue price was
$0.001 per share (30,000,000 shares).

Equity-settled transactions
No expenses settled by equity transactions have been included in expenses in
the year ended 31 March 2019.

All equity-settled payments were settled at listed 20 day Volume Weighted
Average Price ("VWAP") on the day of issue.

Fair value reserve
The fair value reserve comprises the cumulative net change in the fair value
of available-for-sale financial assets until the investment is derecognised.
This note only relates to the 2018 year.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

17. Earnings/(loss) per share

Basic earnings/(loss) per share
The calculation of basic and diluted earnings per share at 31 March 2019 was
based on the profit/(loss) attributable to ordinary shareholders of
$(271,000) (2018: $(512,000)) and a weighted average number of ordinary
shares outstanding of 1,476,456,000 (2018: 1,382,233,000), calculated as
follows:

Profit/(loss) attributable to ordinary shareholders
Group
In thousands of shares 2019 2018

Basic earnings/(loss) per share (cents) (0.018) (0.037)

Net profit/(loss) for the year (271) (512)

Weighted average number of ordinary shares

In thousands of shares 2019 2018

Issued ordinary shares at 1 April 1,476,456 1,210,527
Effect of shares issued May 17 - 82,674
Effect of shares issued September 17 - 89,032

Weighted average number of ordinary shares at 31 March
1,476,456
1,382,233

Weighted and diluted earnings per share are the same as there are no equity
instruments which would dilute it.

18. Financial instruments

Exposure to credit, foreign currency, equity prices and liquidity risks arise
in the normal course of the Group's business.

Foreign currency risk
The Group is exposed to foreign currency risk on investments that are
denominated in a currency other than the Group's functional currency, New
Zealand dollars ($), which is the presentation currency of the Group. The
currency in which some transactions are denominated in is Canadian dollars
("CAD"). It is the Group's policy not to hedge foreign currency risks.

In thousands of dollars NZD

2019
Foreign currency risk
Other investments held in Canadian dollars 25

2018
Foreign currency risk
Other investments held in Canadian dollars 118

For the Group's investments that are held overseas, their value in New
Zealand dollars is affected by exchange rate fluctuations.

Market risk
Equity Price risk
The Group primarily invests in overseas-based mining and mineral exploration
companies and are held for the longer term.

Due to the very narrow spread of investments and the mineral sector focus,
the Group's investment approach is likely to provide returns either better or
worse than market averages. The Group is structured and operated to achieve
growth in shareholders' funds and more particularly in the asset value of
each share.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

18. Financial instruments (continued)

The objective is not to make trading profits on a regular annual basis by
selling our successful investments. A year in which net tangible assets per
share increases by 20% or more is a good year for the Group, regardless of
the accounting profit or loss that may have been incurred.

However, the directors cannot make any forecasts or predictions as to future
profits. The business of the Group involves investment in equities, most of
these being junior mining companies in development mode. The directors are
unable to predict the success, or otherwise, of present or proposed
investments and are similarly unable to predict when such successes, or
otherwise, might occur.

Often four or five investments represent 90% of the portfolio value. This
occurs because further funds may be directed toward an investment opportunity
once it starts to appreciate in value. This approach is contrary to classic
portfolio management theory; it increases the investment exposure at the same
time as the potential downside increases. The outcome of such an approach is
increased volatility in the investment returns achieved by the Group.

Risk is minimised to the extent that it can be by the following strategies:
? Investments are financed solely from equity sources (the group will have no
borrowings)
? Investments will be well researched before acquisition
? There is frequent monitoring of the portfolio and market conditions
generally
? There is continuous ongoing assessment of investments in the context of
other investment opportunities available.

Other investments of the Group relate to:

In thousands of dollars 2019 2018

Non-current investments
Equity securities at fair value through profit and loss (2018:
available-for-sale) 31 124

Current investments
Equity securities at fair value through profit and loss 2 2

Equity securities relate to investments in common stock of entities of
privately held and listed companies.

Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its
financial obligations associated with financial liabilities 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.

Ultimate responsibility for liquidity risk management rests with the Board of
Directors, which has built an appropriate liquidity risk framework for the
management of the Group's short, medium and longer term funding and liquidity
management requirements. The Group manages liquidity risk by maintaining a
cash balance through monitoring future cash flow forecasts of its operations
and management's expectations of the settlement of financial assets and
liabilities. Refer to Note 2(c).

At 31 March 2019, the Group had $280,000 (2018: $253,000) in trade and other
payables and $35,000 (2018: $35,000) in other liabilities. Trade payables are
non-interest bearing and have a contractual maturity of less than 30 days.

Capital management
The Group's capital includes share capital, reserves, and retained earnings.
At 31 March 2019 the Group's total liabilities exceeded total assets by
$97,000. However, included in total liabilities is $102,000 which is due to
Related parties and is payable in shares. Refer Note 20.

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

There have been no material changes in the Group's management of capital
during the year.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

18. Financial instruments (continued)

Credit risk
Credit risk is the risk that an outside party will not be able to meet its
obligations to the Group. Financial assets, which potentially subject the
Group to concentrations of credit risk, consist principally of cash and
accounts receivable.

At reporting date, there are no issues with the credit quality of financial
assets that are neither past due or impaired, and all amounts are expected to
be received in full. The maximum exposure to credit risk is represented by
the carrying value of each financial asset in the Statement of Financial
Position.

Classification and fair values
The fair value of all financial instruments is the carrying value.

The Company measures equity investments at fair value (refer Note 9 and 10).
All equity investments in listed Companies are measured based on Level 1
inputs in the fair value hierarchy. Level 1 inputs are based on quoted prices
in active markets for identical investments. Refer to Note 4(a) for how other
investments (ie. non-listed) are valued.

In thousands of dollars

Fair value through profit or loss (Fair value through profit and loss and
available-for-sale 2018)

Amortised cost (Loans and receivables 2018)

Total carrying amount

2019
Assets
Other investments 31 80 111
Investment in CRP 91 - 91

Total non-current assets
122
80
202

Other investments 2 - 2
Trade and other receivables - 2 2
Cash and cash equivalents - 1 1

Total current assets
2
3
5

Total assets 124 83 207

Liabilities

Trade and other payables 280 - 280
Other liabilities 35 - 35

Total current liabilities 315 - 315

Total liabilities 315 - 315

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

18. Financial instruments (continued)

In thousands of dollars

Fair value through profit or loss

Loans and receivables 2018

Available-for-sale 2018

Total carrying amount
2018
Assets
Other investments - 80 124 204
Investment in CRP - - 202 202

Total non-current assets
-
80
326
406

Other investments 2 - - 2
Trade and other receivables - 2 - 2
Cash and cash equivalents - 33 - 33

Total current assets
2
35
-
37

Total assets 2 115 326 443

Liabilities
Other liabilities 35 - - 35

Total non-current liabilities
35
-
-
35

Trade and other payables 253 - - 253

Total current liabilities 253 - - 253

Total liabilities 288 - - 288

As a result of the transition to IFRS 9 the amounts recognised as
available-for-sale in 2018 are classified as fair value through profit and
loss in 2019 and the amounts recognised as loans and receivables in 2018 are
classified as amortised cost in 2019.

19. Reconciliation of the profit/(loss) for the year with the net cash from
operating activities

Group
In thousands of dollars 2019 2018

Profit/(loss) for the year after income tax (271) (512)
Adjustments for:
(Gains) on sale of fair value through profit and loss financial assets
(2018: available-for-sale financial assets)
6
(18)
Non-cash expenses
Income settled in shares (79) -
Other income (1) -
Loss in fair value of fair value through profit and loss financial assets
(2018: available-for-sale financial assets)
245
221
Impairment of investments - 10
Share of loss of equity accounted investees - -
(100) (299)

Change in trade and other receivables 4 105
Change in trade and other payables 6 30
Change in prepayments 5 1

Net cash from operating activities (85) (163)

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

20. Related parties

Directors of the Company directly control 16.91% (2018: 16.91%) of the voting
shares of the Company.

Chris Castle, Jill Hatchwell & Linda Sanders, Directors of Aorere Resources
Ltd are also commonly Directors in Chatham Rock Phosphate Limited and Chatham
Rock Phosphate (NZ) Limited. Chris Castle is also a director of Asian Mineral
Resources Limited.

The annual management fee payable to Chris Castle for this year is $40,000
(2018: $120,000) payable in cash $40,000 (2018: $60,000) and shares $nil
(2018: $60,000). This arrangement was originally negotiated by the
independent directors, effective from 24 July 2015 and is reviewed from time
to time. In September 2018, Chris Castle agreed to a write down of $30,000 of
2018 fees outstanding (the share component) and accepted a $10,000 payable in
cash and $20,000 payable in shares. Chris Castle is contracted on a full time
basis to Aorere Resources Limited.

In addition, Chris Castle receives management fees passed through from
Chatham Rock Phosphate Limited. This year that has amounted to $144,000
(2018:$204,000) (refer Note 6).

The outstanding balance at reporting date was $64,000 (2018: $60,000) which
is included in trade payables (2018: trade payables) and includes both cash
and shares. Also outstanding at reporting date was $64,000 (2018: $43,000)
payable to Chris Castle for funds advanced to the Company. The balances are
interest free and not payable on demand.

Transaction value
Year ended 31 March Balance receivable/(payable) as at 31 March
In thousands of dollars 2019 2018 2019 2018
Related Parties Transactions

Asian Mineral Resources Limited Directors fees received 79 - - -
Chatham Rock Phosphate (NZ) Limited Management fees received 144 204 - -

Asian Mineral Resources Limited settled the Directors fees receivable to the
Group by issuing 105,000 shares in the Company.

Transactions with key management personnel
Key management personnel of the Group are also members of the board of
directors. Key management personnel remuneration includes the following, in
addition to Chris Castle's remuneration already disclosed:

In thousands of dollars 2019 2018
Short-term benefits paid:
Directors fees - -
Equity-settled payments - 67

Total remuneration - 67

There were no transactions during the year with key management personnel
(2018: settlement of 2017 consultancy fees and 2017 Directors fees). The
outstanding balance at reporting date was $nil (2018: $nil) included in trade
payables and $123,000 (2018: $121,000) included in accruals, of this $82,000
has been agreed to be settled in shares.

Additionally in September 2018, the Directors agreed to a write down in their
Directors fees for 2017 of 50%, which decreased their fees from $79,000 to
$39,000. This is included in related party payables.

AORERE RESOURCES LIMITED
Notes to Financial Statements
For the year ended 31 March 2019

21. Contingencies

There are no contingent liabilities at 31 March 2019 (2018: nil).

22. Group entities

Significant subsidiaries are listed below. All subsidiaries have a 31 March
balance date.

Country of Incorporation Ownership interest
2019 2018

Widespread Limited New Zealand 100 100
Mineral Investments Limited New Zealand 100 100

Nevada Gold Limited was removed from the NZ Companies Register on 28 February
2019.

23. Subsequent Events

On 14 May 2019 the Group announced a share purchase plan (SPP) offer to
existing shareholders.

The group has been focused on widening its portfolio of investments and is
seeking to investigate a suitable business to acquire by way of reverse
listing. The Group considers its NZX main board listing status to be a key
asset as it would offer a suitable private company an alternative path to
market and create equity value for shareholders.

The capital raised by the SPP will allow the Group to meet basic compliance
costs while the Group progresses its investigations to identify and pursue
the acquisition of a suitable business and expand the Group's assets. While
the Group has not entered into any documentation for a transaction, it has
had discussions with several interested parties and believes there is a
reasonable prospect of securing such a transaction in the next 12 months.

The SPP will offer existing shareholders the opportunity to apply for either
an $800 (representing 1 million shares) or $1,600 (representing 2 million
shares) parcel of new shares at an issue price of $0.0008 per share.
Shareholders can choose to apply for more shares beyond this allocation,
subject to the availability of shares.

The Group hopes to place up to 442,936,250 Ordinary shares, valued at up to
$354,349.

The Record date is 22 May 2019 and the Closing date will be 13th June 2019.

24. Effects of Changes in Accounting Policies

The Group has chosen to use the fully retrospective method on adoption of
IFRS 15. There has been no impact on the revenue recognition as a result of
the new standard as the consultancy fees and Directors fees are recognised
over time as the services are provided. As such there have been no changes to
comparatives or opening comparatives equity as a result of the change.

The Group has chosen not to restate comparatives on adoption of IFRS 9, and
therefore, adjustments are not reflected in restated prior year financial
statements. Rather, these changes have been processed at the date of initial
application (1 April 2018) and recognised in the opening equity balances.
Note the amount recognised in other comprehensive income in 2018 reduced the
reserve to nil, as such there were no adjustments required, other than
presentational disclosures as a result of the new standard.

INDEPENDENT AUDITOR'S REPORT
TO THE SHAREHOLDERS OF AORERE RESOURCES LIMITED

Opinion

We have audited the consolidated financial statements of Aorere Resources
Limited ("the Company") and its subsidiaries (together, "the Group"), which
comprise the consolidated statement of financial position as at 31 March
2019, and the consolidated statement of profit or loss and other
comprehensive income, consolidated statement of changes in equity and
consolidated statement of cash flows for the year then ended, and notes to
the consolidated financial statements, including a summary of significant
accounting policies.

In our opinion, the accompanying consolidated financial statements present
fairly, in all material respects, the consolidated financial position of the
Group as at 31 March 2019, and its consolidated financial performance and its
consolidated cash flows for the year then ended in accordance with New
Zealand equivalents to International Financial Reporting Standards ("NZ
IFRS").

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing
(New Zealand) ("ISAs (NZ)"). Our responsibilities under those standards are
further described in the Auditor's Responsibilities for the Audit of the
Consolidated Financial Statements section of our report. We are independent
of the Group in accordance with Professional and Ethical Standard 1 (Revised)
Code of Ethics for Assurance Practitioners issued by the New Zealand Auditing
and Assurance Standards Board, and we have fulfilled our other ethical
responsibilities in accordance with these requirements. We believe that the
audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.

Our firm carries out other assignments for the Group in the area of taxation
compliance. The firm has no other relationship with, or interests in, the
Company or any of its subsidiaries.

Material Uncertainty Related to Going Concern

We draw attention to Note 2(c) to the consolidated financial statements,
which indicates that the Group incurred a net loss of $271,000 (2018:
$512,000) and generated negative operating cash flows of $85,000 (2018:
$163,000) during the year ended 31 March 2019 and, as of that date, the
Group's current liabilities exceeded its current assets by $299,000 (2018:
current assets exceeded current liabilities by $197,000) and total
liabilities exceeded total assets by $97,000 (2018: total assets exceeded
total liabilities by $174,000). As stated in Note 2(c), these events or
conditions, along with other matters as set forth in Note 2(c), indicate that
a material uncertainty exists that may cast significant doubt on the Group's
ability to continue as a going concern. Our opinion is not modified in
respect of this matter.

Key Audit Matters

Except for the matter described in the Material Uncertainty Related to Going
Concern section, we have determined that there are no other key audit matters
to communicate in our report.

Other Information

The directors are responsible for the other information. The other
information comprises the Directors' Review, Shareholder Information,
Statutory Information and Corporate Governance Information, but does not
include the consolidated financial statements and our auditor's report
thereon. The other information is expected to be made available to us after
the date of this auditor's report.

Our opinion on the consolidated financial statements does not cover the other
information and we will not express any form of audit opinion or assurance
conclusion thereon.

In connection with our audit of the consolidated financial statements, our
responsibility is to read the other information identified above when it
becomes available and, in doing so, consider whether the other information is
materially inconsistent with the consolidated financial statements or our
knowledge obtained in the audit, or otherwise appears to be materially
misstated.

When we read the other information, if we conclude that there is a material
misstatement therein, we are required to communicate the matter to the
directors.

Directors' Responsibilities for the Consolidated Financial Statements

The directors are responsible on behalf of the Group for the preparation and
fair presentation of the consolidated financial statements in accordance with
NZ IFRS, and for such internal control as the directors determine is
necessary to enable the preparation of consolidated financial statements that
are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are
responsible on behalf of the Group for assessing the Group's ability to
continue as a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting unless the
directors either intend to liquidate the Group or to cease operations, or
have no realistic alternative but to do so.

Auditor's Responsibilities for the Audit of the Consolidated Financial
Statements

Our objectives are to obtain reasonable assurance about whether the
consolidated financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor's report
that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with ISAs (NZ)
will always detect a material misstatement when it exists. Misstatements can
arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the decisions
of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with ISAs (NZ), we exercise professional
judgement and maintain professional scepticism throughout the audit. We also:

o Identify and assess the risks of material misstatement of the consolidated
financial statements, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of
not detecting a material misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal
control.
o Obtain an understanding of internal control relevant to the audit 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 Group's
internal control.
o Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimates and related disclosures made by
management.
o Conclude on the appropriateness of the use of the going concern basis of
accounting by the directors and, based on the audit evidence obtained,
whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the Group's ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required
to draw attention in our auditor's report to the related disclosures in the
consolidated financial statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained
up to the date of our auditor's report. However, future events or conditions
may cause the Group to cease to continue as a going concern.
o Evaluate the overall presentation, structure and content of the
consolidated financial statements, including the disclosures, and whether the
consolidated financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
o Obtain sufficient appropriate audit evidence regarding the financial
information of the entities or business activities within the Group to
express an opinion on the consolidated financial statements. We are
responsible for the direction, supervision and performance of the group
audit. We remain solely responsible for our audit opinion.

We communicate with the directors regarding, among other matters, the planned
scope and timing of the audit and significant audit findings, including any
significant deficiencies in internal control that we identify during our
audit.

We also provide the directors with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with
them all relationships and other matters that may reasonably be thought to
bear on our independence, and where applicable, related safeguards.

From the matters communicated with the directors, we determine those matters
that were of most significance in the audit of the consolidated financial
statements of the current period and are therefore the key audit matters. We
describe these matters in our auditor's report unless law or regulation
precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our
report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.

Who we Report to

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

The engagement partner on the audit resulting in this independent auditor's
report is Mark Bewley.

BDO Wellington Audit Limited
Wellington
New Zealand
22 May 2019
End CA:00334884 For:AOR Type:FLLYR Time:2019-05-22 14:10:24

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