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Wed 29 Feb 2012, 15:49 MMH - Miranda Mineral Holdings Limited - Abridged Audited Consolidated Financial
MMH
MMH                                                                             
MMH - Miranda Mineral Holdings Limited - Abridged Audited Consolidated Financial
Results for the year ended 31 August 2011 and Notice of Annual General Meeting  
Miranda Mineral Holdings Limited                                                
(Incorporated in the Republic of South Africa)                                  
(Registration number 1998/001940/06)                                            
Share code: MMH                                                                 
ISIN: ZAE000074019                                                              
("Miranda" or "the Group" or "the Company")                                     
Abridged Audited Consolidated Financial Results for the year ended 31 August    
2011 and Notice of Annual General Meeting                                       
Shareholders are referred to the release on SENS of Miranda`s reviewed,         
abridged, provisional financial results for the year ended 31 August 2011 on 30 
November 2011 ("the provisional results"), as well as the further trading       
statement on 24 February 2012 referring to changes to the provisional results.  
Shareholders are advised that the annual report was posted today. This          
announcement details the abridged audited consolidated financial results for the
year ended 31 August 2011, incorporating:                                       
*    the effects of the said changes to the provisional results,                
*    the audit opinion,                                                         
*    an update on the status of the Rozynenbosch Prospecting Right application, 
    and                                                                         
*    other relevant information.                                                
ABRIDGED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION                          
(R`000)                                Audited       Restated      Restated     
                                      2011          2010          2009          
                                                                                
ASSETS                                                                          
Non-current assets                     56,141        71,927        62,052       
Property, plant and equipment          19,656        14,368        9,157        
Intangible assets                      34,047        55,091        50,231       
Other financial assets                 2,438         2,468         2,664        
Current assets                         6,022         27,458        16,323       
Trade and other receivables            3,311         2,905         1,193        
Cash and cash equivalents              2,711         24,553        15,130       
Total Assets                           62,163        99,385        78,375       

EQUITY AND LIABILITIES                                                          
Equity attributable to equity holders  14,221        69,667        64,425       
of parent                                                                       
Share capital                          115,051       115,051       91,812       
Reserves                               -             -             2,050        
Accumulated loss                       (100,830)     (45,384)      (29,437)     
Non-controlling interest               (1,753)       (863)         (169)        
Non-current liabilities                10,997        11,256        11,597       
Finance lease obligations              755           1,815         2,782        
Deferred tax                           327           221           923          
Environmental rehabilitation           9,915         9,220         7,892        
provisions                                                                      
Current liabilities                    38,698        19,325        2,522        
Loans from shareholders                16,268        2,928         100          
Other financial liabilities            -             -             100          
Finance lease obligations              1,056         965           868          
Operating lease liabilities            27            22            22           
Trade and other payables               21,347        15,410        1,432        
Total Liabilities                      49,695        30,581        14,119       
Total Equity and Liabilities           62,163        99,385        78,375       
                                                                                
Closing number of shares in issue      284,511       284,511       247,400      
(`000)                                                                          
Net asset value per share (cents)      4.4           24.2          26.0         
Net tangible asset value per share     (7.6)         4.8           5.7          
(cents)                                                                         
ABRIDGED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME                         
(R`000)                           Audited     Restated     Restated             
                                  2011        2010         2009                 
Revenue                            -           -            -                   
Operating loss                     (54,494)    (17,593)     (11,933)            
Investment revenue                 268         478          1,815               
Fair value adjustment              (30)        131          -                   
Finance costs                      (774)       (319)        (630)               
Loss before taxation               (55,030)    (17,303)     (10,748)            
Taxation                           (106)       (95)         (126)               
Loss for the year                  (55,136)    (17,398)     (10,874)            
Other comprehensive income:                                                     
Realisation of revaluation         -           (758)        -                   
reserve                                                                         
(Losses)/ gains on property,       -           (2,089)      2,847               
plant and equipment revaluation                                                 
Taxation related to components of  -           797          (797)               
other comprehensive income                                                      
Other comprehensive (loss)/        -           (2,050)      2,050               
income for the year, net of                                                     
taxation                                                                        
Total comprehensive loss           (55,136)    (19,448)     (8,824)             
                                                                                
Loss attributable to:                                                           
Owners of the parent               (54,063)    (16,704)     (10,868)            
Non-controlling interest           (1,073)     (694)        (6)                 
                                  (55,136)    (17,398)     (10,874)             
                                                                                
Total comprehensive loss                                                        
attributable to:                                                                
Owners of the parent               (54,063)    (18,754)     (8,818)             
Non-controlling interest           (1,073)     (694)        (6)                 
                                  (55,136)    (19,448)     (8,824)              

Loss per share (cents)             19.0        6.7          4.5                 
Headline loss per share (cents)    11.3        6.7          4.5                 
                                                                                
Reconciliation between loss                                                     
attributable to ordinary                                                        
shareholders and headline loss                                                  
Loss attributable to ordinary      (54,063)    (16,704)     (10,868)            
shareholders                                                                    
Impairment of intangible asset     22,000      -            -                   
Impairment of exploration and      228         -            -                   
evaluation asset                                                                
Total non-controlling interest     (114)       -            -                   
effects of adjustments                                                          
Loss on sale of property, plant    -           -            165                 
and equipment                                                                   
Impairment of property, plant and  -           37           -                   
equipment                                                                       
Headline loss                      (31,949)    (16,667)     (10,703)            
                                                                                
Weighted number of shares in       284,511     247,502      239,688             
issue (`000)                                                                    
ABRIDGED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY                            
(R`000)          Share   Share    Revalua-   Accumu-     Non-con-  Total        
capita  pre-     tion       lated       trolling  equity        
Group            l       mium     reserve    loss        interest               
Opening balance  2,474   89,338   2,050      255,084     (169)     348,777      
as previously                                                                   
reported                                                                        
Adjustments                                  (284,521)             (284,521     
Prior year                                                         )            
adjustments                                                                     
Balance at       2,474   89,338   2,050      (29,437)    (169)     64,256       
01 September                                                                    
2009 as restated                                                                
Total            -       -        (2,050)    (16,704)    (694)     (19,448)     
comprehensive                                                                   
loss for the                                                                    
year                                                                            
Issue of shares  371     22,868   -          -           -         23,239       
Realisation of   -       -        -          757         -         757          
revaluation                                                                     
reserve                                                                         
Total changes    371     22,868   (2,050)    (15,947)    (694)     4,548        
Balance at 01    2,845   112,206  -          (45,384)    (863)     68,804       
September 2010                                                                  
Total            -       -        -          (54,063)    (1,073)   (55,136)     
comprehensive                                                                   
loss for the                                                                    
year                                                                            
Business         -       -        -          (1,383)     183       (1,200)      
combinations                                                                    
Total changes    -       -        -          (55,446)    (890)     (56,336)     
Balance at 31    2,845   112,206  -          (100,830)   (1,753)   12,468       
August 2011                                                                     
ABRIDGED CONSOLIDATED CASH FLOW STATEMENT                                       
Audited        Restated      Restated         
(R`000)                                                                         
                                  2011           2010          2009             
                                  (25,314)       (2,562)       (10,197)         
Cash used in operations                                                         
Interest income                    268            478           1,815           
Finance costs                      (341)          (319)         (630)           
Net cash from operating            (25,387)       (2,403)       (9,012)         
activities                                                                      
Net cash from investing            (8,393)        (13,269)      (10,895)        
activities                                                                      
Net cash from financing            11,938         25,095        14,555          
activities                                                                      
Total cash movement for the year   (21,842)       9,423         (5,352)         
Cash and cash equivalents at the   24,553         15,130        20,482          
beginning of the year                                                           
Total cash and cash equivalents    2,711          24,553        15,130          
at end of the year                                                              
GROUP SEGMENTAL ANALYSIS                                                        
IFRS 8 requires operating segments to be identified on the basis of internal    
reports about components of the Group that are regularly reviewed by the chief  
operating decision-maker in order to allocate resources to the segments and to  
assess their performance. The chief operating decision-maker has been identified
as the Executive Committee that makes strategic decisions. The Group has        
identified its operating segments based on its main exploration divisions and   
aggregated them into coal, diamonds, gold, base metals and industrial minerals  
and other.                                                                      
The Group discloses its operating segments according to the entity components   
regularly reviewed by the Executive Committee. The components comprise of       
exploration divisions.  These values have been reconciled to the abridged       
consolidated financial statements. The measures reported on by the Group are in 
accordance with the accounting policies adopted for preparing and presenting the
abridged consolidated financial statements.                                     
Segment operating expenses comprise all operating expenses of the different     
reportable segments and are either directly attributable to the reportable      
segment, or can be allocated to the reportable segment on a reasonable basis.   
The segment assets and liabilities comprise all assets and liabilities of the   
different segments that are employed by the reportable segments and are either  
directly attributable to the reportable segments, or can be allocated to the    
reportable segment on a reasonable basis. The segment assets and liabilities    
comprise all assets and liabilities of the different segments that are employed 
by the reportable segments and are either directly attributable to the          
reportable segments, or can be allocated to the reportable segment on a         
reasonable basis.                                                               
31 August 2011   Coal     Dia-      Gold    Base      Other      Group          
                         monds             Metals &                             
                                           Indus-                               
                                           trial                                
Minerals                             
                                                                                
Segment result:  (6,686)  (1,599)   (344)   (22,592)  (23,809)   (55,030)       
Loss before                                                                     
taxation                                                                        
Taxation         (90)     (11)      (2)     (3)       -          (106)          
Loss after       (6,775)  (1,610)   (347)   (22,595)  (23,809)   (55,136)       
taxation                                                                        

Segment assets   56,875   643       144     718       3,783      62,163         
Mining           16,539   -         -       -         -          16,539         
properties                                                                      
Capital work-in- 13,140   -         -       -         -          13,140         
progress                                                                        
Exploration and  11,218   293       74      82        -          11,667         
evaluation                                                                      
asset                                                                           
Mineral rights   8,929    -         -       311       -          9,240          
Other assets     7,049    350       70      325       3,783      11,577         
                                                                                
Segment          (19,604) (348)     (70)    (104)     (29,569)   (49,695)       
liabilities                                                                     
                                                                                
Environmental    (9,915)  -         -       -         -          (9,915)        
rehabilitation                                                                  
provisions                                                                      
Trade and other  (7,851)  (135)     (27)    (40)      (13,295)   (21,347)       
payables                                                                        
Other            (1,838)  (214)     (43)    (64)      (16,274)   (18,433)       
liabilities                                                                     
31 August 2010    Coal      Dia-     Gold   Base     Other    Group             
                           monds           Metals &                             
Indus-                               
                                           trial                                
                                           Minerals                             
                                                                                
Segment result:   (10,374)  (1,576)  (367)  (658)             (17,303)          
Loss before                                          (4,327)                    
taxation                                                                        
Taxation          (81)       (10)    (2)    (3)      -        (95)              
Loss after        (10,455)  (1,586)  (369)  (661)    (4,327)  (17,398)          
taxation                                                                        
                                                                                
Segment assets     50,245   927      155    22,735   25,323   99,385            
Mining            9,665     -        -      -        -        9,665             
properties                                                                      
Capital work-in-  13,153    -        -      -        -         13,153           
progress                                                                        
Exploration and   10,043    506      71     78       -        10,698            
evaluation asset                                                                
Mineral rights    8,929     -        -      22,311   -        31,240            
Other assets      8,455     421      84     346      25,323   34,629            

Segment           (22,237)  (1,025)  (205)  (307)    (6,807)  (30,581)          
liabilities                                                                     
                                                                                
Other material                                                                  
non-cash items                                                                  
included in                                                                     
segment loss                                                                    
Depreciation on    2,031    230       46    69       62        2,438            
property, plant                                                                 
and equipment                                                                   
1.   BASIS OF PREPARATION AND ACCOUNTING POLICIES                               
The abridged audited consolidated financial statements were prepared under  
    the supervision of Ms EM Johnson CA(SA).                                    
    The abridged audited consolidated financial statements of the Group are     
    prepared on a historical cost basis except for certain financial            
instruments, at amortised cost or fair value, and the valuation of certain  
    elements of property, plant and equipment. The abridged audited             
    consolidated financial statements have been prepared in accordance with the 
    framework concepts and the measurement and recognition requirements of      
International Financial Reporting Standards ("IFRS"), the AC 500 standards  
    as issued by the Accounting Practices Board and the information as required 
    by IAS 34: Interim Financial Reporting, Listing Requirements of the JSE     
    Limited, and the requirements of the Companies Act of South Africa (Act 71  
of 2008).                                                                   
    The principal accounting policies, which comply with IFRS, have been        
    consistently applied in all material respects in the current and            
    comparative years. All new interpretations and standards were assessed and  
adopted with no material impact. The financial results were restated as     
    detailed in section 3.                                                      
2.   AUDIT REPORT                                                               
    The auditors, Deloitte & Touche, have issued their opinion on the group`s   
financial statements for the year ended 31 August 2011. The audit was       
    conducted in accordance with International Standards on Auditing. They have 
    issued an unqualified opinion which was modified for an emphasis of matter  
    on going concern and a paragraph on other legal and regulatory              
requirements. These summarised provisional financial statements have been   
    derived from the group financial statements and are consistent in all       
    material respects, with the group financial statements. A copy of their     
    audit report is available for inspection at the Company`s registered        
office. Any reference to future financial performance included in this      
    announcement, has not been reviewed or reported on by the Company`s         
    auditors.                                                                   
    The audit report on the full set of financial statements, inter alia,       
states:                                                                     
    "Opinion                                                                    
    In our opinion, the financial statements present fairly, in all material    
    respects, the consolidated and separate financial position of Miranda       
Mineral Holdings Limited as at 31 August 2011, and its financial            
    performance and its cash flows for the year then ended in accordance with   
    International Financial Reporting Standards and the requirements of the     
    Companies Act of South Africa.                                              
Emphasis of Matter                                                          
    Without qualifying our opinion, we draw attention to the section on going   
    concern in the directors` report included in the financial statements which 
    indicates that the group incurred a net loss of R55.1 million for the year  
ended 31 August 2011 and, as at that date, the group`s total current        
    liabilities exceeded its total current assets by R32.7 million. Current     
    liabilities include loans from two major shareholders to the amount of      
    R16.3 million that became due and payable in January 2012. R13.7 million of 
these loans were payable to Global PS Mining Investments Company Limited    
    ("Global PS") whose loan was subsequently taken over by a new shareholder,  
    Incubex Minerals Limited ("Incubex"). The cash flow and solvency of the     
    group is dependent on continued support from Incubex and to this end        
Incubex agreed to subordinate its loans. In addition, Incubex also          
    committed to provide financial support to the group which will be effective 
    for 12 months or until the assets of the group, fairly valued, exceed its   
    liabilities and it can pay its creditors in the ordinary course of          
business.                                                                   
    The directors` report also indicates that the above conditions, along with  
    other matters, indicate the existence of a material uncertainty which may   
    cast significant doubt on the group`s ability to continue as a going        
concern.                                                                    
    Report on Other Legal and Regulatory Requirement                            
    In accordance with our responsibilities in terms of sections 44(2) and      
    44(3) of the Auditing Profession Act, we report that we have identified     
certain unlawful acts or omissions committed by persons responsible for the 
    management of Miranda Mineral Holdings Limited which constitute a           
    reportable irregularity in terms of the Auditing Profession Act, and have   
    reported such matters to the Independent Regulatory Board for Auditors. The 
matters pertaining to the reportable irregularities are discussed in the    
    Directors` Report."                                                         
    The above matters were repeated in their report on these abridged           
    consolidated financial information.                                         
3.   FINANCIAL REVIEW                                                           
    The financial statements of the Group have been restated for prior years to 
    reflect the derecognition of the Rozynenbosch asset from the Group`s        
    intangible assets. This has had the effect of reducing the net asset value  
of the Group by approximately R284.5 million in every year up to and        
    including the 2010 financial year.                                          
    As at 31 August 2011, the net asset value and net tangible asset value of   
    the Group amounted to R12.5 million and -R21.6 million, respectively        
(restated 2010: R68.8 million and R13.7 million). This was equivalent to    
    4.4 cents per share (cps) and -7.6 cps (restated 2010: 24.2 cps and 4.8     
    cps). With no projects yet in production, the Group showed no revenue for   
    the year (2010: Rnil). Operating expenses amounted to R54.5 million (2010:  
R17.6 million). The increase in operating expenses was mainly due to        
    litigation costs (R3.2 million), capital raising costs (R2.5 million), and  
    listing and compliance costs (R3.1 million).                                
    Since the publication of the Abridged Reviewed Provisional Consolidated     
results on 30 November 2011, operating expenses were adjusted to include    
    the following:                                                              
    *    the impairment of an intangible asset, Turffontein, to the value of    
         (R22 million). Accordingly, intangible assets reduced from R56 million 
to R34 million.                                                        
    *    a payroll related expense (R4.6 million. The total liabilities         
         increased from R16.7 million to R21.3 million.                         
    The resultant net loss and headline loss for the year increased to R54.0    
million and R31.9 million, respectively (2010: R16.7 million and R16.7      
    million), equivalent to a loss and headline loss of 19.0 cps and 11.3 cps   
    (2010: loss of 6.7 cps and 6.7 cps).                                        
    These results are consistent with management`s review and re-assessment of  
the assets of the Group during the period under review and with its focus   
    on developing the Group`s worthwhile coal project portfolio.                
    The Board confirms its policy adoption of Net Asset Value per share for     
    trading statement purposes in terms of section 3.4(b)(vi) of the JSE        
Listings Requirements.                                                      
    3.1  Contingent liabilities                                                 
         Management applies its judgement to the probabilities and advice it    
         receives from its attorneys, advocates and other advisers in assessing 
if an obligation is probable, more likely than not or remote. This     
         judgement application is used to determine if the obligation is        
         recognised as a liability or disclosed as a contingent liability.      
         At year end, the Group had the following major contingent liabilities: 
i.   Bank guarantees - R1.5 million                                         
    ii.  Stefanutti Stocks Mining Services ("SSMS") - R70 million; the Company  
         has instituted a counterclaim for damages against SSMS.                
    iii. Labour-related claims - R0.3 million                                   
The Company is defending all the matters listed above, and do not expect    
    that any material liability will arise from the above contingencies.        
4.   Events subsequent to balance sheet date                                    
    4.1  Change in shareholding                                                 
Following an agreement reached with Global PS in January 2012, Incubex 
         acquired Global PS`s entire beneficial interest in the securities of   
         Miranda amounting to 24% of the total issued share capital. Incubex    
         simultaneously acquired Global PS`s shareholder`s loan, in the form of 
a short-term convertible loan facility, as well as any liabilities and 
         obligations attached to the loan. In terms of the agreement, Incubex   
         further agreed to provide sufficient working capital to Miranda to     
         enable the Company to fund interim working capital requirements,       
expenditure items and other necessary expenses relating to its day to  
         day operations as well as to settle certain litigation matters.        
    4.2  Withdrawal of business rescue of the Company in terms of Section 131   
         of the Companies Act and court interdict                               
Shareholders had been informed of:                                     
    i.   the application by Mr Ron Nel (a former director and Chief Executive   
         Officer of the Company) whereby Mr Nel, in his capacity as a           
         shareholder and creditor of Miranda, had made application to the North 
Gauteng High Court, Pretoria in terms of Section 131 of the Companies  
         Act of 2008 to have Miranda placed under supervision and business      
         rescue proceedings; and                                                
    ii.  the court interdict, whereby Miranda was interdicted and restrained    
from proceeding with the proposed increase in authorised share capital 
         contemplated in a circular to shareholders distributed on 9 December   
         2011, as well as the proposed rights issue (mentioned briefly in the   
         above mentioned circular).                                             
As a result of the events in paragraph 4.1 and a further agreement     
         reached with Mr Nel, Mr Nel and intervening creditors withdrew the     
         business rescue application and abandoned the court interdict.         
    4.3  Settlements                                                            
Settlement agreements were reached in respect of a dispute with JH van 
         der Merwe Incorporated, as well as a claim by Investment Facility      
         Company (44) (Proprietary) Limited for management fees. These legal    
         settlements have resulted in certain payments being made by Incubex on 
behalf of Miranda, and such payments will be treated by Miranda as a   
         loan due to Incubex on terms similar to the convertible loan facility  
         acquired from Global PS.                                               
5.   BOARD OF DIRECTORS                                                         
In addition to the changes detailed in the provisional results, the         
    following changes occurred to the Board during and subsequent to the year   
    under review:                                                               
Directors appointed during the year -                                           
A Johnson, Chief Executive Officer, appointed 1 August 2011                     
E Johnson, Financial Director, appointed 2 September 2011                       
Dr L Mohuba, Non-executive Chairman, appointed 20 January 2012                  
J Mahlangu, Independent Non-executive Director, appointed 20 January 2012       
MJ Yates, Independent Non-executive Director, appointed 20 January 2012         
G Joubert, Independent Non-executive Director, appointed 20 January 2012        
P Cook, Non-executive Director, appointed 27 January 2012                       
C Chiloane, Independent Non-executive Director, appointed 17 February 2012      
Directors resigning during the year -                                           
P Pienaar, Independent Non-executive Director, appointed 18 July 2011, resigned 
12 January 2012                                                                 
C Knobbs, Independent Non-executive Director, appointed 18 July 2011, resigned  
12 January 2012                                                                 
G Phalafala, Non-executive Director, appointed 15 December 2010, resigned 13    
January 2012                                                                    
M Tshitangano, Non-executive Director, appointed 14 February 2011, resigned 13  
January 2012                                                                    
R Nel (and alternate N Nel), Non-executive Director, appointed 7 December 2005, 
resigned 16 January 2012.                                                       
D Lian, Non-executive Director, appointed 15 December 2010, resigned 24 January 
2012                                                                            
P Kobboon, Non-executive Director, appointed 15 December 2010, resigned 24      
January 2012                                                                    
6.   OPERATIONAL REVIEW                                                         
6.   1 Coal Division                                                        
         Shareholders are referred to the provisional results announcement for  
         further information.                                                   
         UITHOEK                                                                
Shareholders were previously advised that Miranda had received         
         notification of the termination of a joint-venture and compensation    
         access agreement in place with the Simpson family, regarding the       
         Uithoek property. The mining rights have never been owned by Miranda   
and, therefore, in order for the Company to ensure tenure, a section   
         11 transfer in terms of the MPRDA should be effected. The Company is   
         re-negotiating the JV agreement in respect of Uithoek, the terms of    
         which it believes should not differ materially from the original       
agreement.                                                             
    6.2  Other Divisions                                                        
         Shareholders are referred to the annual financial statements for       
         further information.                                                   
ROZYNENBOSCH base metal and silver project                             
         In the provisional results of Miranda, this asset was reflected as     
         derecognised. This was resultant upon an interpretation of the         
         finalisation of an appeal process regarding an application for a       
Prospecting Right ("PR") in respect of an unused, old order Right,     
         subsequent to the implementation of the MPRDA.                         
         Upon further enquiry, the Department of Mineral Resources ("DMR")      
         confirmed that the decision by the Minister on that appeal, as         
reflected in a letter dated 26 March 2007, is that the Minister        
         withdrew the decision by the Deputy Director-General of the DMR to     
         refuse the application for a PR. The Minister further resolved, in     
         terms of Section 29 of the MPRDA, that the Company should submit at    
the office of the Regional Manager, Northern Cape, the appendices      
         referred to in the prospect work programme for the evaluation of the   
         application. These appendices have since been submitted as requested.  
         Notwithstanding the above, it came to the attention of the Board that  
the PR in question has been granted to a third party whilst the        
         application by Miranda is still pending. Miranda intends to lodge an   
         appeal against this decision.                                          
         Due to the continued uncertainty surrounding the PR and the outcome of 
the application, the Board decided that the asset would remain         
         derecognised.                                                          
         Turffontein clay and diamond project                                   
         As a consequence of the limited actual and expected demand for a       
project of this nature in the current commodity market environment,    
         the Board has decided to impair the value of this asset (R22 million). 
         The Board deemed it unlikely that any financial benefit will accrue to 
         Miranda.                                                               
7.   GROUP PROSPECTS                                                            
    The Board looks forward to working with the newly established management    
    team in formulating and implementing a refocused strategy for Miranda with  
    the sole objective of realising maximum value for all shareholders. After   
emerging from a turbulent operating period on a sound footing, the benefits 
    of turning the collective attention of the management team to concentrating 
    on operational issues and the exploitation of assets, are expected to begin 
    unlocking value in the Company for shareholders.                            
It is expected that Miranda`s long-awaited move into active coal mining     
    will take place during calendar year 2012. The exploitation of reserves     
    within the KwaZulu-Natal coal fields outside Dundee is expected to result   
    in the flow of long-awaited revenues into the Company. Once discussions     
regarding off-take agreements for Sesikhona are finalised, the exploitation 
    of the Sesikhona coal deposits will begin, setting the stage for the        
    Company to begin production in fields contiguous to, or near, this primary  
    site.                                                                       
8.   LITIGATION STATEMENT                                                       
    8.1  Mining Dispute                                                         
         As was previously reported, SSMS were engaged as subcontractors to     
         mine the Sesikhona asset. During September 2010, mining activity was   
halted due to a mining dispute that arose, and the parties have        
         referred the matter for arbitration. The pre-arbitration meeting was   
         held on 3 November 2011, and the arbitration hearing has been set for  
         16 April 2012. Shareholders will be updated as soon as new information 
comes to light. SSMS claims an amount of R70 million, but the Company  
         has instituted a counterclaim for damages.                             
    8.2  Other Disputes                                                         
         Shareholders are referred to the comments in the operational review    
pertaining to Uithoek and Boschhoek. In addition, the Company is       
         currently defending a claim of R2.8 million for alleged commissions on 
         the cancelled clawback offer, which it believes are without merit.     
9.   STATEMENT ON GOING CONCERN                                                 
The audited financial statements have been prepared on the going-concern    
    basis since the Directors believe that the Group will continue as a going   
    concern. The following matters took place in the current year that impacted 
    on the group`s ability to continue as a going concern:                      
9.1  Losses incurred                                                        
         The group has recorded a loss of R55.1 million in the current year.    
         This loss takes into account an impairment of R22 million pertaining   
         intangible assets. Losses are incurred as the group is not yet         
operational and no revenue is earned. The signing of an off-take       
         agreement is still a high priority for the group and negotiations are  
         ongoing.                                                               
    9.2  Net current liability position                                         
The current liabilities of R38.7 million exceeded the current assets   
         of R6.0 million by R32.7 million. The current liabilities include      
         shareholders loans of R16.3 million, and an amount of R7 million       
         payable to SSMS (also see Litigation Statement). Most legal matters    
previously reported have been settled, and only the matter with        
         regards to SSMS has not been resolved. Management is focussing their   
         efforts to address the matter and is optimistic that a settlement will 
         be reached.                                                            
9.3  Shareholder loans                                                      
         The shareholder loans referred to above matured in January 2012. The   
         company elected, in terms of the loan agreements, to have these loans  
         converted into ordinary shares. Both shareholders agreed to the        
conversion and it is now subject to approval at an Extraordinary       
         General Meeting, to be held in 2012.                                   
         R13.7 million of the shareholder loans was payable to Global PS.       
         Subsequent to year-end this loan was taken over by Incubex. Incubex    
has been very supportive of Miranda and signed an additional loan      
         agreement with Miranda for R20 million over the next 12 months. In     
         addition, Incubex subordinated its loans in favour of other creditors  
         of the group. Incubex also committed to provide financial support to   
the group which will be effective for 12 months or until the assets of 
         the group, fairly valued, exceed its liabilities and it can pay its    
         creditors in the ordinary course of business.                          
    9.4  Cash flow                                                              
A detailed cash flow was prepared for the year ending February 2013.   
         Management believes that this cash flow forecast is achievable and in  
         line with current monthly spend. This cash flow reflects a shortfall.  
         However, management believes that this shortfall will be addressed     
with the funding of R20 million from Incubex, the planned sale of the  
         helicopter (possible cash inflow of R4 million), a potential issue of  
         additional shares and the continued support from Incubex.              
         The directors do realise that the above conditions, along with other   
matters noted in the annual financial statements, indicate the         
         existence of a material uncertainty which may cast significant doubt   
         on the group`s ability to continue as a going concern. The directors   
         are confident that the concerns around the group`s ability are         
receiving the appropriate levels of attention that the plans put in    
         place to address the matter will bear fruit.                           
10.  Reportable irregularity                                                    
    During the year under review it came to the board`s attention that a        
director of the Company allegedly did not disclose full details regarding   
    the lack of ownership of the Rozynenbosch mineral right to the rest of the  
    Board and shareholders. This could have resulted in financial losses to the 
    Company and its shareholders. The matter is currently under review by the   
Board of Directors. Until such time as the investigation is complete, full  
    details cannot be disclosed.                                                
    The Company`s auditors, Deloitte & Touche, considered it to be a Reportable 
    Irregularity as stipulated in the Auditing Profession Act and hence         
reported it to the Independent Regulatory Board for Auditors.               
11.  DIVIDENDS                                                                  
    No dividends were recommended or declared for the financial year under      
    review (2010: nil).                                                         
12.  Notice of the Annual General Meeting                                       
    The annual general meeting of Miranda`s shareholders will be held at 10:00  
    on Monday, 2 April 2011 at The Greens Office Park, Ground Floor, Pecanwood  
    Building, Charles de Gaulle Crescent, Highveld, Techno Park, Centurion,     
0157, to transact the business as stated in the notice of the annual        
    general meeting forming part of the annual report.                          
Approved for and on behalf of the Board on 29 February 2012                     
Dr L Mohuba      A Johnson                   E Johnson                          
Chairman         Chief Executive Officer     Financial Director                 
29 February 2012                                                                
Centurion                                                                       
CORPORATE INFORMATION: www.mirandaminerals.com                                  
Company registered office:                                                      
Ground Floor, Pecanwood Building, The Greens Office Park, Charles de Gaulle     
Crescent, Highveld Techno Park, Centurion                                       
Company Postal Address:                                                         
PO Box 9215, Centurion, 0046                                                    
Company Contact Numbers:                                                        
Telephone: 012 665 4200                                                         
Fax: 012 665 4258                                                               
Email: info@mirandaminerals.com                                                 
Sponsor                                                                         
PricewaterhouseCoopers Corporate Finance (Pty) Ltd                              
Date: 29/02/2012 15:49:06 Produced by the JSE SENS Department.                  
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