| 1. | In the opinion of the directors: |
| a. the financial statements and notes of the company and of the consolidated entity are in accordance with the Corporations Act 2001 including: | |
| i. giving a true and fair view of the company’s and consolidated entity’s financial position as at 30 June 2007 and of their performance for the year then ended; and | |
| ii. complying with Accounting Standards and Corporations Regulations 2001; and | |
| b. there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable. | |
| 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 2007. |
| This declaration is signed in accordance with a resolution of the Board of Directors. |

Peter Gazzard
Managing Director
Perth, Western Australia
30 September 2007

To the members of
OLYMPIA RESOURCES LIMITED
We have audited the accompanying financial report of Olympia Resources Limited (“the company”), which comprises the balance sheet as at 30 June 2007, the income statement, statement of changes in equity, cash flow statement and notes to the financial statements for the year then ended and the directors’ declaration for both the company and the consolidated entity. The consolidated entity comprises the company and the entities it controlled at the end of the financial year or from time to time during the financial year.
As permitted by the Corporations Regulations 2001, the company has disclosed information about the remuneration of directors and executives (“remuneration disclosures”), required by Accounting Standard AASB 124: Related Party Disclosures, under the heading “remuneration report” in the directors’ report and not in the financial report. We have audited these remuneration disclosures.
Directors’ Responsibility for the Financial Report
The directors of the company are responsible for the preparation and fair presentation of the financial report in accordance with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Act 2001. This responsibility includes establishing and maintaining internal controls relevant to the preparation and fair presentation of the financial report that is free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
In Note 1 (c), the directors also state, in accordance with Accounting Standard AASB 101: Presentation of Financial Statements, that compliance with the Australian equivalents to International Financial Reporting Standards ensures that the financial report, comprising the financial statements and notes, 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. These Auditing 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. Our responsibility is to also express an opinion on the remuneration disclosures contained in the directors’ report based on our audit.
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, and the remuneration disclosures contained in the directors’ report, whether due to fraud or error. In making those risk assessments, the auditor considers internal controls relevant to the entity’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 entity’s internal controls. 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 and the remuneration disclosures contained in the directors’ 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)
15 Rheola Street West Perth 6005. PO Box 263 West Perth 6872 Western
Australia. DX 238 (Perth) Telephone +61 (08) 9481 0977. Fax +61 (08) 9481 3686.
Email: hlb@hlbwa.com.au. Website: http://www.hlb.com.au
Partners: Terry M Blenkinsop, Litsa Christodulou, Wayne M Clark, Lucio Di Giallonardo, Colin D Emmott, Trevor G Hoddy, Norman G Neill, Peter J Speechley
HLB Mann Judd (WA Partnership) is a member of International and the HLB Mann
Judd National Association of independent accounting firms
Independence
In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, provided to the directors of Olympia Resources Limited and included in the directors’ report, would be on the same terms if provided to the directors as at the time this auditor’s report was made.
Basis for Qualified Auditor’s Opinion
The auditors of Sinol Trading Pte Ltd, a subsidiary of Olympia Resources Limited, have been unable to obtain sufficient appropriate audit evidence to enable them to finalise their audit of that subsidiary’s financial report for the year ended 30 June 2007 within the parent entities reporting deadline. The following material balances of Sinol Trading Pte Ltd have been included in the consolidated financial report for the year ended 30 June 2007:
|
Current receivables |
$146,635 |
Qualified Auditor’s Opinion
n our opinion, except for the effects of such adjustments, if any, as might have been determined to be necessary had the auditors of Sinol Trading Pte Ltd been able to finalise their audit of the financial report of Sinol Trading Pte Ltd for the year ended 30 June 2007:
(a) the financial report of Olympia Resources Limited is in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the company’s and consolidated entity’s financial position as at 30 June 2007 and of their 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) the financial report also complies with International Financial Reporting Standards as disclosed in Note 1 (c).
Auditor’s Opinion on the AASB 124 Disclosures Contained in the Directors’ Report
In our opinion the remuneration disclosures that are contained in the directors’ report comply with Accounting Standard AASB 124.
Perth, Western Australia
30 September 2007
As at 20 September 2007, the Company had 891 holders of Ordinary Fully Paid Shares and 96 holders of Options expiring 31 December 2007.
Voting Rights
Subject to any rights or restrictions for the time being attached to any class or classes (at present there are none) at general meetings of Shareholders or classes of Shareholders:
(a) each Shareholder entitled to vote, may vote in person or by proxy, attorney or representative;
(b) on a show of hands, every person present who is a Shareholder or a proxy, attorney or representative of a Shareholder has one vote; and
(c) on a poll, every person present who is a Shareholder or a proxy, attorney or representative of a Shareholder shall, in respect of each Fully Paid Share held, or in respect of which he/she has appointed a proxy, attorney or representative, have one vote for the share, but in respect of partly paid Shares shall have a fraction of a vote equivalent to the proportion which the amount paid up bears to the total issue price for the Share.
| No | Fully Paid Shares |
Options 31/12/2007 |
Options 31/12/2009 |
Options 31/12/2010 |
| 1 - 1,000 | 20 | - | 20 | 12 |
| 1,001 - 5,000 | 48 | 2 | 90 | 81 |
| 5,001 – 10,000 | 93 | 12 | 35 | 46 |
| 10,001 – 100,000 | 516 | 58 | 80 | 111 |
| 100,001 and over | 214 | 24 | 21 | 32 |
| 891 | 96 | 246 | 282 |
The number of Shareholders holding less than a marketable parcel is 81.
Substantial Shareholders
The names of Shareholders that are recorded in the Register of Substantial Shareholders (as at 20 September 2007) are as follows:
| Fully Paid Ordinary | ||
| Shareholder | Number | Percentage |
| Citicorp Nominees Pty Limited | 14,708,208 | 10.12% |
| Northern Mining Limited | 7,265,150 | 5.00% |
| Shareholder | Number | Percentage |
| Citicorp Nominees Pty Limited | 14,708,208 |
10.12% |
| Northern Mining Limited | 7,265,150 | 5.00% |
| ANZ Nominees Limited |
5,057,238 | 3.48% |
Mr Luc Hughes Meyer & M/s Elizabeth Ann Meyer |
3,150,000 | 2.17% |
| Mr Alan Kevin Lockett & Mrs Karen Ann Lockett | 3,000,000 | 2.06% |
| HSBC Custody Nominees (Australia) Limited | 2,513,843 | 1.73% |
| Lockett Consulting Services Pty Ltd | 2,471,920 | 1.70% |
| Surpion Pty Ltd |
2,450,000 | 1.69% |
| Mr Robert Lindsay Shirley & Mrs Gina Michelle Shirley | 2,400,555 | 1.65% |
| Piacentini & Son Pty Ltd | 2,250,000 | 1.55% |
| National Nominees Limited | 2,181,607 | 1.50% |
| Mr David Slater | 2,100,000 | 1.45% |
| Ms Beatrice Farnsworth |
2,089,286 | 1.44% |
| Westboro Holdings SA | 2,068,132 | 1.42% |
| Mr Eugen Schilter |
1,830,299 | 1.26% |
| Tectonex Geoconsultants Pty Ltd |
1,800,000 | 1.24% |
| Palazzo Nominees Pty Ltd |
1,600,000 | 1.10% |
| Mr Qi Lin Shu | 1,510,000 | 1.04% |
| Bond Street Custodians Limited |
1,500,000 | 1.03% |
| Mr Salvatore Tomarchio | 1,500,000 | 1.03% |
| Total | 63,446,238 | 43.66% |
| 31 December 2007 Options | ||
| 31 December 2007 Option Holders | Number | Percentage |
| Mr Shane Hoehock Wee |
842,440 |
8.21% |
| ACNS Capital Markets Pty Ltd |
782,091 | 7.62% |
| M & K Korkidas Pty Ltd |
620,000 | 6.04% |
| Starchaser Nominees Pty Ltd |
587,500 | 5.73% |
| Mr Rin Dang | 517,042 | 5.04% |
| Ali Susanto & Simpatyhati Tandadjaja | 500,000 | 4.87% |
| Gartelmann Hunter Estate Pty Ltd |
435,000 | 4.24% |
| Limpide Pty Ltd | 383,176 | 3.74% |
| Mr Weifeng Lai | 381,137 | 3.72% |
| Mr Deiter Gartelmann & Miss Ruth Penny |
335,000 | 3.27% |
| Skiptan Pty Ltd | 291,666 | 2.84% |
| Ms Lee Ellen Gazzard | 255,000 | 2.49% |
| Gorbet Pty Ltd |
250,000 | 2.44% |
| Ms Grazyna Malgorzata Witkowska | 250,000 | 2.38% |
| Mr Geoffrey Vernon Butcher & Mrs Wendy Anne Butcher |
244,444 | 2.19% |
| Mr Ali Susanto | 225,000 | 1.95% |
| Redterra Holdings Pty Ltd |
200,000 | 1.35% |
| Mr Eugene Schilter |
138,888 | 1.35% |
| Quincy Nominees Pty Ltd |
138,888 | 1.34% |
| ACT | 137,500 | 1.34% |
| Total | 7,402,226 |
72.15% |
| 31 December 2007 Options | ||
| 31 December 2009 Option Holders | Number | Percentage |
| Citicorp Nominees Pty Limited | 923,126 |
8.99% |
| Fortis Clearing Nominees P/L |
872,586 | 8.50% |
| Ms Beatrice Farnsworth |
812,500 | 7.92% |
| Maskal Pty Ltd |
546,875 | 5.33% |
| Mrs Xiashan Zheng | 460,071 | 4.48% |
| Ms Metaxia Tsoukatos | 402,500 | 3.92% |
| Northern Mining Limited | 401,587 | 3.91% |
| Bond Street Custodians Limited |
312,500 | 3.04% |
| Bond Street Custodians Limited (MXR – WN0125 A/C> | 312,500 | 3.04% |
| Fawkes Investment Pty Ltd |
312,500 | 3.04% |
| Coopester Pty Ltd |
281,250 | 2.74% |
| Mr Lewis Staples | 274,064 | 2.67% |
| Sprite Investments Pty Ltd |
234,375 | 2.28% |
| National Nominees Limited | 230,000 | 2.24% |
| Mr Daniel Frederick Conrick | 225,345 | 2.20% |
| Joseph Catenacci Pty Ltd |
189,654 | 1.85% |
| HSBC Custody Nominees (Australia) Limited | 174,022 | 1.70% |
| Ms Jennifer Arnold Pty Ltd |
156,250 | 1.52% |
| Mr Weifeng Lai |
121,980 | 1.19% |
| ANZ Nominees Limited |
118,908 | 1.16% |
| Total | 7,362,593 | 71.72% |
| 31 December 2010 Options | ||
| 31 December 2010 Option Holders |
Number | Percentage |
| Lawrence Crowe Consulting Pty Ltd |
1,750,000 |
10.84% |
| Mrs Karen Ann Lockett | 825,818 | 5.12% |
| Winthrop Nominees Pty Ltd |
716,705 | 4.44% |
| HSBC Custody Nominees (Australia) Limited | 677,304 | 4.20% |
| Goffacan Pty Ltd | 589,066 | 3.65% |
| Mr Peter Anthony Barkle |
500,000 | 3.10% |
| Mr Salvatore Tomarchio | 500,000 | 3.10% |
| Northern Mining Limited | 440,741 | 2.73% |
| Realty One Pty Ltd | 433,295 | 2.68% |
| Citicorp Nominees Pty Limited | 374,478 | 2.32% |
| Finance Associates Pty Ltd |
357,115 | 2.21% |
| Ms Megan Elise Macindoe | 307,321 | 1.90% |
| Mr Lawrence John Crowe | 300,000 | 1.86% |
| Mr Daniel Frederick Conrick | 277,739 | 1.72% |
| Mr Peter Anthony Barkle |
250,000 | 1.55% |
| Palazzo Nominees Pty Ltd |
250,000 | 1.55% |
| Ms Beatrice Farnsworth |
232,143 | 1.44% |
| Mr Weifeng Lai | 200,002 | 1.24% |
| Mr John Wellesley Ashworth | 200,000 | 1.24% |
| Tectonex Geoconsultants Pty Ltd |
200,000 | 1.24% |
| Total | 9,381,727 | 58.13% |
Share Buy-Backs
There is no current on-market buy-back scheme
| Location | Tenement | Date of Grant | Interest |
| Harts Range | EL10150 | 23/01/2002 | 100% |
| Harts Range | EL10331 | 24/01/2002 | 100% |
| Harts Range | EL10372 | 23/01/2002 | 100% |
| Harts Range | EL24360 | 15/09/2006 | 100% |
| Harts Range | EL24378 | 15/09/2006 | 100% |
| Harts Range | EL24641 | 15/09/2006 | 100% |
| Harts Range | EL25098 | 02/10/2006 | 100% |
| Harts Range | EL25099 | 02/10/2006 | 100% |
| Harts Range | EL9410 | 28/11/2003 | 100% |
| Harts Range | EL9851 | 24/01/2002 | 100% |
| Harts Range | ML23868 | 12/08/2005 | 100% |
| Harts Range | MLSA171 | - | 100% (1) |
| Marshall River | EL23087 | 27/01/2005 | 100% |
| Marshall River | EL23088 | 27/01/2005 | 100% |
| Marshall River | EL23089 | 27/01/2005 | 100% |
| Marshall River | EL23090 | 27/01/2005 | 100% |
| Busselton | E70/2413 | 11/11/2005 | 100% |
| Busselton | E70/2414 | 02/05/2006 | 100% |
| Busselton | E70/2418 | 12/11/2003 | 100% |
| Busselton | E70/2572 | 22/03/2005 | 100% |
| Busselton | E70/2573 | 22/03/2005 | 100% |
| Busselton | E70/2609 | 11/11/2005 | 100% |
| Busselton | E70/2650 | 29/07/2005 | 100% |
| Busselton | EA70/2976 | - | 100% |
| Busselton | EA70/2977 | - | 100% |
| Busselton | EA70/2978 | - | 100% |
| Busselton | EA70/2979 | - | 100% |
| Eucla Basin | E69/2090 | 30/03/2006 | 100% |
| Eucla Basin | E69/2091 | 30/03/2006 | 100% |
| Eucla Basin | E69/2092 | 30/03/2006 | 100% |
| Pinjarra | E70/2407 | 06/09/2001 | 100% |
| Pinjarra | E70/2417 | 06/09/2001 | 100% |
| Pinjarra | E70/2610 | 11/11/2005 | 100% |
| Pinjarra | E70/2651 | 28/05/2007 | 100% |
| Pinjarra | EA70/2673 | - | 100% |
| Pinjarra | EA70/3191 | - | 100% |
| Pinjarra | PA70/1413 | - | 100% (2) |
| Waroona | EA70/3154 | - | 100% |
(1) Pursuant an Agreement entered into in 1999, the Company agreed to acquire the 100% interest held by Mr John William Benger. The name of the registered holder will be transferred should the application be granted.
(2) Pursuant to a Letter of Agreement entered into in May 2004, the Company agreed to acquire the 10% interest held by Mr William van Lith. The name of the registered holder will be transferred should the application be granted.