IPB PETROLEUM LIMITED (ASX Code: IPB) Petroleum Limited (“IPB”) (ABN 52 137 387 350), an...

ΙΠB IPB Petroleum Limited

(ABN 52 137 387 350)

IPB Petroleum Limited (ABN 52 137 387 350)

23 Small Street, Hampton, Victoria 3188 Australia

Ph: 613 9598 0188 Fax 613 9598 0199

www.ipbpet.com.au

IPB PETROLEUM LIMITED (ASX Code: IPB)

IPB PETROLEUM LIMITED FINANCIAL STATEMENTS

Copies of the IPB Petroleum Limited Financial Reports are attached as follows:

Financial Report for the half‐year ended 31 December 2012 (audit reviewed).

Consolidated Financial Report for the year ended 30 June 2012 (audited).

Financial Report for the year ended 30 June 2011 (audited).

John Osborne Company Secretary For Further Information Contact:

Brendan Brown – Managing Director +61 3 9598 0188 or [email protected]

About IPB Petroleum Limited

IPB Petroleum Limited (“IPB”) (ABN 52 137 387 350), an Australian oil and gas exploration company that aims to achieve

superior returns for its shareholders through early entry, exploration, and if successful development and production from

its oil and gas assets.. IPB was admitted to the official list of ASX Limited (“ASX”) in May 2013.

IPB has an interest in two petroleum exploration permits (“Permits”) located in the Browse Basin, offshore North West

Australia, being Permits WA‐424‐P and WA‐471‐P. Further detail of IPB, the Permits and its exploration plans may be

found in the IPB Prospectus dated 1 March 2013. A copy of the Prospectus is available on the company’s website

www.ipbpet.com.au .

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IPB PETROLEUM LIMITED

ABN: 52 137 387 350

AND CONTROLLED ENTITIES

FINANCIAL REPORT

FOR THE HALF-YEAR ENDED

31 DECEMBER 2012

This half-year financial report is to be read in

conjunction with the financial report for the

year ended 30 June 2012

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IPB PETROLEUM LIMITED AND CONTROLLED ENTITIES

FINANCIAL REPORT FOR THE HALF-YEAR ENDED

31 DECEMBER 2012

TABLE OF CONTENTS

Page

Directors’ Report 3

Auditor’s Independence Declaration 5

Financial Report for the half year ended 31 December 2012

Condensed Consolidated Statement of Comprehensive Income 6

Condensed Consolidated Statement of Financial Position 7

Condensed Consolidated Statement of Changes in Equity 8

Condensed Consolidated Statement of Cash Flows 9

Notes to the Financial Statements 10

Directors’ Declaration 13

Independent Auditor’s Review Report 14

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ABN: 52 137 387 350

DIRECTORS’ REPORT FOR THE HALF-YEAR ENDED 31 DECEMBER 2012

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The directors present their report together with the condensed financial report of the consolidated

entity consisting of IPB Petroleum Limited and the entities it controlled, for the half-year ended 31

December 2012 and independent review report thereon. This financial report has been prepared in

accordance with Australian Accounting Standards.

Directors names

The names of the directors in office at any time during or since the end of the half-year are:

Name Period of directorship

Brendan Brown

Philip Smith

Shane Tanner

Terry White

Craig Mathieson

Geoffrey King

Resigned 26 November 2012

Appointed 15 August 2012

Appointed 5 February 2013

The directors have been in office since the start of the financial period to the date of this report unless

otherwise stated.

Review of operations

The consolidated loss of the group for the half-year after providing for income tax amounted to

$1,195,390.

Over the past six months to 31 December 2012, IPB has:

• Continued ongoing studies and analysis on both WA-424-P and WA-471-P permits exploration,

prospects and leads.

• Completed a Farmout Agreement with CalEnergy Resources:

On September 28th

2012, IPB, signed a binding farmout agreement with Cal Energy

Resources (Australia) Ltd, a 100% owned subsidiary of MidAmerican Energy Holdings

Company. All conditions precent to the Farmout agreement were satisfied by the 27th

November 2012. Cal Energy will fund 100% of the cost of drilling the Pryderi Prospect

Exploration well in the WA-424-P permit (estimated cost $15m) in exchange for a 25%

interest in the whole Permit and 60% interest in a new sub-block area within WA-424-P

which includes the current Gwydion Discovery and the neighbouring

Mathonwy/Gilfaithwy structures.

The Pryderi-1 well will satisfy the WA-424-P Year 2 exploration well commitment,

which is required to be drilled before 12th

July 2013. As part of this agreement Cal

Energy has become the operator of WA-424-P.

• Progressed plans and activities towards a planned target listing date first half 2013, subject to

market conditions on ASX.

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ABN: 52 137 387 350

The accompanying notes form part of these financial statements. - 6 -

CONDENSED CONSOLIDATED

STATEMENT OF COMPREHENSIVE INCOME

FOR THE HALF-YEAR ENDED 31 DECEMBER 2012

Half-year

2012 2011

Revenue

Interest income 34,792 46,444

Reimbursement income 109,067 -

143,859 46,444

Less: Expenses

Legal fees 93,622 9,518

Consulting fees 353,543 43,100

Employee benefits 586,992 468,846

Occupancy expenses 29,207 28,148

Depreciation and amortisation 8,637 15,177

Foreign exchange (gains)/losses 350 (2,328)

Travel and entertainment 38,581 67,655

Finance costs 256 -

Other expenses 228,061 221,337

1,339,249 851,453

Profit (loss) before income tax expense (1,195,390) (805,009)

Income tax expense (income tax benefit) - -

Profit (loss) from continuing operations (1,195,390) (805,009)

Profit (loss) from discontinued operations - -

Total comprehensive income for the half-year (1,195,390) (805,009)

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ABN: 52 137 387 350


CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2012

Note: if activities are cyclical include a third column with prior financial year comparison

NOTE NOTE 31 Dec 30 June

2012 2012

CURRENT ASSETS

Cash and cash equivalents 1,178,388 2,417,637

Receivables 69,312 376,996

Other current assets 70,120 32,465

TOTAL CURRENT ASSETS 1,317,820 2,827,098

NON-CURRENT ASSETS

Property, plant and equipment 58,415 60,222

Other non-current assets 3 4,070,937 4,004,824

TOTAL NON-CURRENT ASSETS 4,129,352 4,065,046

TOTAL ASSETS 5,447,172 6,892,144

CURRENT LIABILITIES

Payables 72,437 345,412

Provisions 83,137 63,854

Other Liabilities 5,343 -

TOTAL CURRENT LIABILITIES 160,917 409,266

TOTAL LIABILITIES 160,917 409,266

NET ASSETS 5,286,255 6,482,878

EQUITY

Contributed capital 8,570,748 8,571,981

Reserves - -

Retained earnings (3,284,493) (2,089,103)

Equity attributable to owners of IPB Petroleum Limited 5,286,255 6,482,878

Non-controlling interest - -

TOTAL EQUITY 5,286,255 6,482,878

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ABN: 52 137 387 350


CONDENSED CONSOLIDATED

STATEMENT OF CHANGES IN EQUITY


Consolidated

Contributed

equity Reserves

Retained

earnings

Non-

controlling

interest

Total

Equity

Balance as at 1 July 2011 6,117,632 - (406,169) - 5,711,463

Profit for the half-year - - (805,010) - (805,010)

Total comprehensive income for

the half-year - - (805,010) - (805,010)

Transactions with owners in

their capacity as owners:

Employee share scheme 56,350 - - - 56,350

- - - - -

Balance as at 31 December 2011 6,173,982 - (1,211,179) - 4,962,803

Consolidated

Contributed

equity Reserves

Retained

earnings

Non-

controlling

interest Total Equity

Balance as at 1 July 2012 8,571,981 - (2,089,103) - 6,482,878

Profit for the half-year - - (1,195,390) - (1,195,390)

Total comprehensive income

for the half-year - - (1,195,390) - (1,195,390)

Transactions with owners in

their capacity as owners:

Employee share scheme (1,233) - - - (1,233)

- - - - -

Balance as at 31 December

2012 8,570,748 - (3,284,493) - 5,286,255

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ABN: 52 137 387 350


CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS


Note: if activities are cyclical include a third column with prior financial year comparison.

Half-year

2012 2011

CASH FLOW FROM OPERATING ACTIVITIES

Receipts from customers 119,974 -

Payments to suppliers and employees (1,518,195) (1,094,816)

Interest received 34,536 46,444

Net cash provided by operating activities (1,363,685) (1,048,372)

CASH FLOW FROM INVESTING ACTIVITIES

Payment for property, plant and equipment (6,830) -

Payment for investments - (58,531)

Payment for other non-current assets (146,113) (337,679)

Net cash provided by investing activities (152,943) (396,210)

CASH FLOW FROM FINANCING ACTIVITIES

Proceeds from share issue 275,591 165,392

Net cash provided by financing activities 275,591 165,392

Net increase in cash and cash equivalents (1,241,037) (1,279,190)

Foreign exchange differences on cash holdings - -

Cash and cash equivalents at beginning of half-year 2,419,425 2,622,823

Cash and cash equivalents at end of the half-year 1,178,388 1,343,633

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ABN: 52 137 387 350

NOTES TO THE HALF-YEAR FINANCIAL STATEMENTS 31 DECEMBER 2012

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NOTE 1: BASIS OF PREPARATION OF THE HALF-YEAR FINANCIAL REPORT

This half-year financial report does not include all the notes of the type usually included in an

annual financial report.

It is recommended that this half-year financial report be read in conjunction with the annual

financial report for the year ended 30 June 2012 and any public announcements made by IPB

Petroleum Limited during the half-year in accordance with any continuous disclosure obligations

arising under the Corporations Act 2001.

IPB Petroleum Limited is a for-profit entity for the purpose of preparing the financial statements.

The half-year financial report was authorised for issue by the directors as at the date of the

directors’ report.

(a) Basis of preparation

This financial report is a general purpose half-year financial report that has been prepared in

accordance with Australian Accounting Standard AASB 134 Interim Financial Reporting and the

Corporations Act 2001.

The half-year financial report has been prepared under the historical cost convention, as modified

by revaluations to fair value for certain classes of assets as described in the accounting policies.

The accounting policies applied in this half-year financial report are consistent with those of the

annual financial report for the year ended 30 June 2012 and the corresponding half-year.

(b) Summary of the significant accounting policies

All accounting policies applied in this half-year financial report are the same as those used in the

annual financial report for the year ended 30 June 2012.

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ABN: 52 137 387 350


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NOTE 2: CAPITAL COMMITMENTS

a) Permit WA-424-P

A binding farm-out agreement was entered into on 28 September 2012 with Cal Energy Resources

(Australia) Limited in relation to area WA-424-P and the contract previously entered into with AGR

Petroleum Services for drilling of the Pryderi Prospect exploration well. Cal Energy Resources

(Australia) Limited are to find 100% of the cost of drilling the Pryderi Prospect exploration well

previously disclosed as a capital commitment to IPB Petroleum Limited in return for a 25% interest

in the permit.

b) Permit WA-471-P

As part of the binding farm-out agreement entered into on 28 September 2012 with Cal Energy

Resources (Australia) Limited, an Option exists for a 25% interest in permit WA-471-P, available to

be exercised for a nominal cost at any point within 3 months of the date of the Pryderi Prospect

well being drilled. IPB Petroleum Limited would remain operator of this permit should the Option

be exercised.

NOTE 3: OTHER NON-CURRENT ASSETS

Other non-current assets refers to expenses held as capital under AASB 6 – Exploration for and

evaluation of mineral resources. Expenditure held as such is vastly due to seismic exploration and

study in area WA-424-P.

a) Farm-out agreement with Cal Energy

As part of the binding farm-out agreement entered into on 28 September 2012 with Cal Energy

Resources (Australia) Limited, IPB Petroleum Limited received reimbursement of expenditure taken

up as capital in nature per AASB 6 (exploration for and evaluation of mineral resources). As this

standard acts to hold expenditure that would be capital in nature should successful development of

the asset occur, $80,000 previously included in this value has been removed as it has not been

incurred by IPB Petroleum Limited or its consolidated entities in exploration and evaluation of

permit WA-424-P.

b) Capitalisation of items previously written off

During the financial year ended 30 June 2012, $322,790 was written off as consultancy expenditure.

During the 6 months to 31 December 2012 it became apparent these items were capital in nature and

have thus been correctly transferred from retained earnings to other non-current assets. The value of

capitalised consultancy expenditure for the 6 months ended 31 December 2012 was $146,113.

$

Exploration & Evaluation Asset (30 June 2012) 3,682,034

Expenditure previously written off 322,790

Exploration & Evaluation Asset (30 June 2012 Re-stated) 4,004,824

Reimbursement from Cal Energy -80,000

Capital consultancy expenditure to 31 December 2012 146,113

Exploration & Evaluation Asset (31 December 2012) 4,070,937

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ABN: 52 137 387 350


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NOTE 4: SHARE SUBDIVISION

A subdivision of Ordinary shares was conducted on the 2nd

of November 2012 resulting in a 5:1 offer to

existing shareholders at that date. The effect was an issuance of an additional 74,400,000 shares for nil

contribution.

Number $

Opening shares held (Ordinary) at 1 July 2012 18,600,000 8,571,981

Additional shares by Subdivision on 2 November 2012 74,400,000 -

Ordinary shares in IPB Petroleum at 31 December 2012 93,000,000 8,571,981

NOTE 5: CHANGE OF NAME OF THE COMPANY

On 2 November 2012 the shareholders of the company voted to change the operating name of IPM

Petroleum Limited to IPB Petroleum Limited. This change in name was effective from that date.

NOTE 6: SUBSEQUENT EVENTS

It is noted that Geoffrey King was appointed as a non-executive director effective 5 February 2013.

There has been no matter or circumstance, which has arisen since 31 December 2012 that has

significantly affected or may significantly affect:

a) The operations, in financial years subsequent to 30 June 2012, of IPB Petroleum Limited, or

b) The results of those operations, or

c) The state of affairs, in financial years subsequent to 30 June 2012, of IPB Petroleum Limited.

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IPM Petroleum Ltd andcontrolled entitiesABN 52 137 387 350

Consolidated Financial reportFor the year ended 30 June 2012

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TABLE OF CONTENTS

Directors' report ............................................................................................................................................................................................................1 - 5

Auditor's independence declaration .........................................................................................................................................................6

Financial report

Statement of comprehensive income .........................................................................................................................................................7

Statement of financial position .........................................................................................................................................................8

Statement of changes in equity .........................................................................................................................................................9

Statement of cash flows ............................................................................................................................................................................................................10

Notes to financial statements .........................................................................................................................................................11 - 24

Directors' declaration ............................................................................................................................................................................................................25

Independent auditor's report ............................................................................................................................................................................................................26 - 27

Additional information ............................................................................................................................................................................................................28 - 29

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IPM PETROLEUM LTD AND CONTROLLED ENTITIESABN 52 137 387 350

DIRECTORS' REPORT

The directors of IPM Petroleum Ltd present their report together with the financial report of IPM PetroleumLtd, being IPM Petroleum Ltd and its controlled entities, for the year ended 30 June 2012 and auditorsreport thereon. This financial report has been prepared in accordance with Australian Accounting Standards.

Directors names

The names of the directors of IPM Petroleum Ltd in office at any time during or since the end of the year are:

Brendan Brown

Philip Smith

Shane Tanner

Terry White (appointed 15 August 2012)

Craig Mathieson (appointed 15 August 2012)

The directors of IPM Petroleum Ltd have been in office since the start of the year to the date of this reportunless otherwise stated.

Results

The loss of IPM Petroleum Ltd for the year after providing for income tax amounted to $2,005,724 (2011loss of $406,169)

Review of operations

IPM Petroleum Ltd continued to engage in its principal activity, the results of which are disclosed in theattached financial statements.

Significant changes in state of affairs

There were no significant changes in IPM Petroleum Ltd's state of affairs that occurred during the financialyear, other than those referred to elsewhere in this report.

Principal activities

The principal activity of IPM Petroleum Ltd during the year was to explore for oil & gas within the WA-424-P and WA-471-P permits on and close to the existing oil discovery at Gwydion.

No significant change in the nature of these activities occurred during the year.

After balance date events

No matters or circumstances have arisen since the end of the financial year which significantly affected ormay significantly affect the operations of IPM Petroleum Ltd, the results of those operations, or the state ofaffairs of IPM Petroleum Ltd in future financial years.

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DIRECTORS' REPORT

Likely developments

IPM Petroleum Ltd expects to maintain the present status and level of operations for the following 12months, after which time (depending on exploration & evaluation) further exploration with a view to developand exploit the area(s) of interest will occur.

Environmental / Government regulation

IPM Petroleum Ltd's operations are regulated by the Offshore Petroleum & Greenhouse Gas Storage Act2006 (CLTH). Petroleum rights are owned by State and Commonwealth Governments which grant licensesto companies to exploit them.

Dividends paid, recommended and declared

No dividends were paid or declared since the start of the year. No recommendation for payment of dividendshas been made.

Information on directors and company secretary

Brendan Brown Managing Director & Company Secretary

Qualifications BSc, BE(Hons), MBA(Melb), G.Dip App Fin & Inv. F Fin, MAICD

Experience Brendan has over 20 years' experience in the Oil, Gas & Financeindustries. Having commenced his career as an engineer with BHPPetroleum he has been involved in various projects and operationsincluding the Jabiru, Challis, Skua and Griffin oil field developments. Helater moved to the Financial Services industry as an analyst and corporateadvisor at ANZ Securities in the Energy and Resources sectors. Hefounded his own successful fully licensed corporate advisory firm in 2000providing advisory and capital raising services to small and mid capitallisted and unlisted companies. He assisted Nexus Energy with equityraisings of over $40 million and successfully advised the company on a$200 million hostile takeover defence in 2006. Whilst employed at Nexusin 2007-2008 as head of finance and business development he wasresponsible for raising capital in the order of $400 million in projectfinance, debt, hybrid and new equity issues and successfully negotiated the$1 billion Longtom gas off take agreement with Santos.

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DIRECTORS' REPORT

Information on directors and company secretary (Continued)

Philip Smith Technical Director

Qualifications BSc Physics(Hons), Msc Geophysics, Grad Dip App Fin & Inv

Experience Philip has over 30 years' experience working as an exploration geoscientist.Having worked in London for Phillips Petroleum and Kufpec beforecoming to Australia to join Woodside Petroleum and BHP Petroleum. AtBHP Petroleum he worked for 15 years in senior technical and managerialroles in offshore basins around Australia and was involved in oil and gasdiscoveries at Elang, Laminaria, Maple and Argus. After leaving BHPPetroleum he joined Nexus Energy where he was responsible for buildingthe exploration portfolio and was involved in the Longtom and Cruxappraisal and development projects.

Shane Tanner Non-Executive Chairman

Qualifications FCPA, ACIS

Experience Shane is Chairman of Funtastic Limited (FUN), Paragon Care Limited(PGC) and Vision Group Holdings Limited (VGH). He is the former CEOof Mayne Nickless Diagnostic Services (later renamed Symbion Health).He has a vast commercial and financial experience and has helped manystart-up Companies develop through acquisition and organic means intosizable organisations whilst adhering to excellent Corporate Governance.

Terry White Non-Executive Director (appointed 15 August 2012)

Qualifications BSc (Hons)

Experience Terry has over 31 years' experience in the oil and gas sector and has heldtechnical, exploration management and executive roles in Esso Australia,BHP Billiton and Santos. He has extensive experience in Australia, theUnited States and South East Asia in exploration, new ventures, appraisal,development and production activities.

Craig Mathieson Non-Executive Director (appointed 15 August 2012)

Experience Craig is the CEO of The Mathieson Group. He was Managing Director ofDMS Glass from 2001 to 2007 and also gained a banking and commercialbackground while working with the Business Banking division of ANZBank and the Property and Finance division of St George Bank.

Meetings of directors

Directors Directors' meetings

Number eligible toattend

Number attended

Brendan Brown 23 23

Philip Smith 23 23

Shane Tanner 23 23

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DIRECTORS' REPORT

Options

Options over unissued ordinary shares granted by IPM Petroleum Ltd during the financial year to theemployees of IPM Petroleum Ltd were as follows:

Employees Options granted

Steven Tomlin 87,500

Victoria Fitzgerald 87,500

Indemnification of officers

During or since the end of the year, the IPM Petroleum Ltd has given indemnity or entered an agreement toindemnify, or paid or agreed to pay insurance premiums in order to indemnify the directors of IPMPetroleum Ltd against any actual, threatened or reasonably apprehended action, proceeding, investigation,inquiry or hearing (whether criminal, civil, administrative or judicial) brought against, involving or likely toinvolve the Officer which relates or may relate to an actual or alleged act or omission of the Officer in theircapacity as a director of the Company or Subsidiary.

Further disclosure required under section 300(9) of the corporations law is prohibited under the terms of thecontract.

Indemnification of auditors

No indemnities have been given or insurance premiums paid, during or since the end of the year, for anyperson who is or has been an auditor of IPM Petroleum Ltd.

Auditor's independence declaration

A copy of the auditor's declaration under section 307C of the Corporations Act 2001 in relation to the auditfor the financial year is provided with this report.

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STATEMENT OF COMPREHENSIVE INCOMEFOR THE YEAR ENDED 30 JUNE 2012

Note 2012 2011

$ $

Revenue

Other revenue 3 64,657 70,282

3 64,657 70,282

Less: expenses

Depreciation and amortisation expense (28,832) (1,580)

Employee benefits expense (968,177) (166,202)

Occupancy expense (74,209) (6,438)

Foreign currency exchange gains and losses 2,322 (79,884)

Consulting fees (525,156) (141,911)

Travel expenses (92,959) (10,891)

Other expenses (383,370) (69,545)

(2,070,381) (476,451)

Loss before income tax expense (2,005,724) (406,169)

Total comprehensive income (2,005,724) (406,169)

The accompanying notes form part of these financial statements.

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STATEMENT OF FINANCIAL POSITIONAS AT 30 JUNE 2012

Note 2012 2011

$ $

Current assets

Cash and cash equivalents 4 2,419,425 2,622,823

Receivables 5 373,659 267,100

Other assets 7 30,677 4,372

Total current assets 2,823,761 2,894,295

Non-current assets

Property, plant and equipment 6 60,222 67,917

Other assets 7 3,714,127 3,626,527

Total non-current assets 3,774,349 3,694,444

Total assets 6,598,110 6,588,739

Current liabilities

Payables 8 374,168 863,219

Provisions 9 63,854 14,057

Total current liabilities 438,022 877,276

Total liabilities 438,022 877,276

Net assets 6,160,088 5,711,463

Equity

Share capital 11 8,571,981 6,117,632

Retained earnings 12 (2,411,893) (406,169)

Total equity 6,160,088 5,711,463


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STATEMENT OF CHANGES IN EQUITYFOR THE YEAR ENDED 30 JUNE 2012

NoteContributed

equity ReservesRetainedearnings Total equity

$ $ $ $

Consolidated

Balance as at 1 July 2010 700 - - 700

Profit/(loss) for the year - - (406,169) (406,169)

Total comprehensive income forthe year - - (406,169) (406,169)

Transactions with owners in theircapacity as owners:

Contributions 6,116,932 - - 6,116,932

Total transactions with owners intheir capacity as owners 6,116,932 - - 6,116,932

Balance as at 30 June 2011 6,117,632 - (406,169) 5,711,463

Balance as at 1 July 2011 6,117,632 - (406,169) 5,711,463

Profit/(loss) for the year - - (2,005,724) (2,005,724)

Total comprehensive income forthe year - - (2,005,724) (2,005,724)

Transactions with owners in theircapacity as owners:

Contributions 2,403,426 - - 2,403,426

Transactions during period 11 50,923 - - 50,923

Total transactions with owners intheir capacity as owners 2,454,349 - - 2,454,349

Balance as at 30 June 2012 8,571,981 - (2,411,893) 6,160,088


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STATEMENT OF CASH FLOWSFOR THE YEAR ENDED 30 JUNE 2012

Note 2012 2011

$ $

Cash flow from operating activities

Payments to suppliers and employees (2,268,769) 99,535

Interest received 64,662 70,282

Net cash provided by / (used in) operating activities (2,204,107) 169,817

Cash flow from investing activities

Payment for property, plant and equipment (21,137) (69,497)

Payment for other non-current assets (87,600) (3,594,434)

Net cash provided by / (used in) investing activities (108,737) (3,663,931)

Cash flow from financing activities

Proceeds from share issue 2,109,446 6,116,932

Net cash provided by financing activities 2,109,446 6,116,932

Reconciliation of cash

Cash at beginning of the financial year 2,622,823 5

Net increase / (decrease) in cash held (203,398) 2,622,818

Cash at end of financial year 10(a) 2,419,425 2,622,823


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NOTES TO FINANCIAL STATEMENTSFOR THE YEAR ENDED 30 JUNE 2012

NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES

The financial report is a general purpose financial report that has been prepared in accordance withAustralian Accounting Standards - Reduced Disclosure Requirements, Interpretations and other authoritativepronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.

The financial report was approved by the directors as at the date of the directors' report.

The financial report is for IPM Petroleum Ltd and its consolidated entities. IPM Petroleum Ltd is a companylimited by shares, incorporated and domiciled in Australia. IPM Petroleum Ltd is a for-profit entity for thepurpose of preparing the financial statements.

The following is a summary of the material accounting policies adopted by IPM Petroleum Ltd in thepreparation and presentation of the financial report. The accounting policies have been consistently applied,unless otherwise stated.

(a) Basis of preparation of the financial report

Historical Cost Convention

The financial report has been prepared under the historical cost convention, as modified by revaluations tofair value for certain classes of assets as described in the accounting policies.

(b) Principles of consolidation

The consolidated financial statements are those of the consolidated entity ("IPM Petroleum Ltd"),comprising the financial statements of the parent entity and all of the entities for which the parent has thepower to control the financial and operating policies.

The financial statements of both entities are prepared for the same reporting period, using consistentaccounting policies. Adjustments are made to bring into line any dissimilar accounting policies which mayexist.

All inter-company balances and transactions, including any unrealised profits or losses have been eliminatedon consolidation. Subsidiaries are consolidated from the date on which control is transferred to the companyand are de-recognised from the date that control ceases.

(c) Foreign currency translations and balances

Functional and presentation currency

The financial statements of each entity within the consolidated entity is measured using the currency of theprimary economic environment in which that entity operates (the functional currency). The consolidatedfinancial statements are presented in Australian dollars which is the consolidated entity’s functional andpresentation currency.

Transactions and Balances

Transactions in foreign currencies of IPM Petroleum Ltd and its controlled entities are translated intofunctional currency at the rate of exchange ruling at the date of the transaction.

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NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(c) Foreign currency translations and balances (Continued)

Foreign currency monetary items that are outstanding at the reporting date (other than monetary items arisingunder foreign currency contracts where the exchange rate for that monetary item is fixed in the contract) aretranslated using the spot rate at the end of the financial year.

Except for certain foreign currency hedges, all resulting exchange differences arising on settlement or re-statement are recognised as revenues and expenses for the financial year.

Entities that have a functional currency different from the presentation currency are translated as follows:

• Assets and liabilities are translated at year-end exchange rates prevailing at that reporting date;

• Income and expenses are translated at actual exchange rates or average exchange rates for the period,

where appropriate; and

• All resulting exchange differences are recognised as a separate component of equity.

(d) Revenue

Interest revenue is recognised when it becomes receivable on a proportional basis taking in to account theinterest rates applicable to the financial assets.

All revenue is stated net of the amount of goods and services tax (GST).

(e) Income tax

Current income tax expense or revenue is the tax payable on the current period's taxable income based on theapplicable income tax rate adjusted by changes in deferred tax assets and liabilities.

Deferred tax assets and liabilities are recognised for temporary differences at the applicable tax rates whenthe assets are expected to be recovered or liabilities are settled. No deferred tax asset or liability isrecognised in relation to temporary differences if they arose in a transaction, other than a businesscombination, that at the time of the transaction did not affect either accounting profit or taxable profit or loss.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it isprobable that future taxable amounts will be available to utilise those temporary differences and losses.

Current and deferred tax balances attributable to amounts recognised directly in equity are also recogniseddirectly in equity.

(f) Property, plant and equipment

Each class of plant and equipment is carried at cost or fair value less, where applicable, any accumulateddepreciation and any accumulated impairment losses.

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(f) Property, plant and equipment (Continued)

Plant and equipment

Plant and equipment is measured on the cost basis.

The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess ofthe recoverable amount from those assets. The recoverable amount is assessed on the basis of the expectednet cash flows which will be received from the assets employment and subsequent disposal. The expected netcash flows have been discounted to present values in determining recoverable amounts.

Depreciation

The depreciable amount of all fixed assets are depreciated over their estimated useful lives commencingfrom the time the asset is held ready for use.

Class of fixed asset Depreciation rates Depreciation basis

Office equipment at cost 20% Straight line

Furniture, fixtures and fittings at cost 20% Straight line

Computer equipment at cost 33% Straight line

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(g) Exploration expenditure

Exploration for and evaluation of hydrocarbon resources is the search for hydrocarbon resources after theentities have obtained legal rights to explore in a specific area, as well as the determination of the technicalfeasibility and commercial viability of extracting the hydrocarbon resource. Accordingly, exploration andevaluation expenditures are those expenditures incurred by the entities in connection with the exploration forand evaluation of hydrocarbon resources before the technical feasibility and commercial viability ofextracting hydrocarbon resources are demonstrable.

Accounting for exploration and evaluation expenditures is assessed separately for each ‘area of interest’. An‘area of interest’ is an individual geological area which is considered to constitute a favourable environmentfor the presence of a hydrocarbon deposit or has been proved to contain such a deposit. Expenditure incurredon activities that precede exploration and evaluation of hydrocarbon resources, including all expenditureincurred prior to securing legal rights to explore an area, is expensed as incurred. For each area of interest theexpenditure is recognised as an exploration and evaluation asset where the following conditions are satisfied:

a) The rights to tenure of the area of interest are current; and

b) At least one of the following conditions is also met:

(i) the expenditure is expected to be recouped through successful development and commercial exploitationof an area of interest, or alternatively by its sale; or

(ii) exploration and evaluation activities in the area of interest have not, at reporting date, reached a stagewhich permits a reasonable assessment of the existence or otherwise of ‘economically recoverablereserves’ and active and significant operations in, or in relation to, the area of interest are continuing.

Economically recoverable reserves are the estimated quantity of product in an area of interestthat can be expected to be profitably extracted, processed and sold under current and foreseeableconditions.

Exploration and evaluation assets include:

• Acquisition of rights to explore;

• Topographical, geological, geochemical and geophysical activities and studies;

• Exploratory drilling, trenching, and sampling; and

• Activities and studies in relation to evaluating the technical feasibility and commercial viability ofextracting the hydrocarbon resource.

General and administrative costs are allocated to, and included in, the cost of exploration and evaluationassets only to the extent that those costs can be related directly to the operational activities in the area ofinterest to which the exploration and evaluation assets relate. In all other instances, these costs are expensedas incurred.

When the technical feasibility and commercial viability of the extraction of a hydrocarbon resource has beendemonstrated then any capitalised exploration and evaluation expenditure is reclassified as capitalisedmining and project development expenditure. Prior to reclassification, capitalised exploration and evaluation

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(g) Exploration expenditure (Continued)

expenditure is assessed for impairment.

In the event that an area of interest is abandoned or if the Directors consider the expenditure to be of novalue, accumulated costs carried forward are written off in the year in which that assessment is made. Aregular review is undertaken of each area of interest to determine the appropriateness of continuing to carryforward costs in relation to that area of interest.

Impairment testing of exploration and evaluation assets

Exploration and evaluation assets are assessed for impairment if sufficient data exists to determinetechnical feasibility and commercial viability or facts and circumstances suggest that the carrying amountexceeds the recoverable amount.

Exploration and evaluation assets are tested for impairment when any of the following facts andcircumstances exist:

• The term of exploration license in the specific area of interest has expired during the reporting period orwill expire in the near future, and is not expected to be renewed;

• Substantive expenditure on further exploration for and evaluation of hydrocarbon resources in the specificarea are not budgeted nor planned;

• Exploration for and evaluation of hydrocarbon resources in the specific area have not led to the discoveryofcommercially viable quantities of hydrocarbon resources and the decision was made to discontinue suchactivities in the specified area; or

• Sufficient data exist to indicate that, although a development in the specific area is likely to proceed, thecarrying amount of the exploration and evaluation asset is unlikely to be recovered in full from successfuldevelopment or by sale.

Where a potential impairment is indicated, an assessment is performed for each cash-generating-unit which isno larger than the area of interest.

(h) Impairment

Assets with an indefinite useful life are not amortised but are tested annually for impairment in accordancewith AASB 136. Assets subject to annual depreciation or amortisation are reviewed for impairmentwhenever events or circumstances arise that indicate that the carrying amount of the asset may be impaired.

An impairment loss is recognised where the carrying amount of the asset exceeds its recoverable amount.The recoverable amount of an asset is defined as the higher of its fair value less costs to sell and value in use.

It is noted in accordance with AASB 6, paragraph 19, for the purposes of exploration and evaluation assetsonly, paragraph 20 of AASB 6 shall be applied (as outlined above) rather than paragraphs 8-17 of AASB136, except as limited by cash generating unit / operating segment limitations.

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(i) Leases

Leases are classified at their inception as either operating or finance leases based on the economic substanceof the agreement so as to reflect the risks and benefits incidental to ownership.

Operating leases

Lease payments for operating leases, where substantially all the risks and benefits remain with the lessor, arerecognised as an expense on a straight-line basis over the term of the lease.

Lease incentives received under operating leases are recognised as a liability and amortised on a straight-linebasis over the life of the lease term.

(j) Borrowing costs

Borrowing costs can include interest, amortisation of discounts or premiums relating to borrowings, ancillarycosts incurred in connection with arrangement of borrowings, foreign exchange losses net of hedged amountson borrowings.

Borrowing costs are expensed as incurred.

(k) Goods and services tax (GST)

Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GSTincurred is not recoverable from the Tax Office. In these circumstances the GST is recognised as part of thecost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statementof financial position are shown inclusive of GST.

(l) Comparatives

Where necessary, comparative information has been reclassified and repositioned for consistency withcurrent year disclosures.

NOTE 2: CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

Estimates and judgements are based on past performance and management's expectation for the future.

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2012 2011

$ $

2012 2011

$ $

NOTE 3: REVENUE

Other revenue


Total revenue 64,657 70,282

NOTE 4: CASH AND CASH EQUIVALENTS

Cash on hand 144 5

Cash at bank 2,419,281 1,222,818

Cash on deposit - 1,400,000

2,419,425 2,622,823

NOTE 5: RECEIVABLES

CURRENT

GST receivable 28,756 267,100

Amounts receivable from:

- individual shareholders 344,903 -

373,659 267,100

NOTE 6: PROPERTY, PLANT AND EQUIPMENT

Office equipment at cost 18,725 -

Accumulated depreciation (3,017) -

15,708 -

Furniture, fixtures and fittings at cost 10,068 10,068

Accumulated depreciation (2,231) (272)

7,837 9,796

Computer equipment at cost 61,841 59,429

Accumulated depreciation (25,164) (1,308)

36,677 58,121

Total plant and equipment 60,222 67,917

Total property, plant and equipment 60,222 67,917

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NOTE 6: PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

(a) Details for measurement of revalued amounts

No revaluations of assets held under AASB 116 have occurred during the 2011/12 financial period.

(b) Reconciliations

Reconciliation of the carrying amounts of property, plant and equipment atthe beginning and end of the current financial year

Office equipment

Opening carrying amount - -

Additions 18,725 -

Depreciation expense (3,017) -

Closing carrying amount 15,708 -

Furniture, fixtures and fittings

Opening carrying amount 9,796 -

Additions - 10,068

Depreciation expense (1,959) (272)

Closing carrying amount 7,837 9,796

Computer equipment

Opening carrying amount 58,121 -

Additions 2,412 59,429

Depreciation expense (23,856) (1,308)

Closing carrying amount 36,677 58,121

NOTE 7: OTHER ASSETS

CURRENT

Prepayments 27,000 -

Other current assets 3,677 4,372

30,677 4,372

NON CURRENT

Costs carried forward in respect of areas of interest in:

Exploration expenditure

Exploration and evaluation phases 3,682,034 3,594,434

Less accumulated amortisation & impairment - -

3,682,034 3,594,434

Other non-current assets 32,093 32,093

3,714,127 3,626,527

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2012 2011

$ $

NOTE 8: PAYABLES

CURRENT

Unsecured liabilities

Trade creditors - 825,227

Sundry creditors and accruals 374,168 37,992

374,168 863,219

Trade creditors at 30 June 2011 related to outstanding payables to PGS Australia in relation to the GwydionMulti-Client 3D Survey. This amount, along with associated foreign exchange gains/losses was paid in fullby 30 June 2012.

NOTE 9: PROVISIONS

CURRENT

Employee benefits (a) 63,854 14,057

(a) Aggregate employee benefits liability 63,854 14,057

NOTE 10: CASH FLOW INFORMATION

(a) Reconciliation of cash

Cash at the end of the financial year as shown in the statement of cashflows is reconciled to the related items in the statement of financial positionis as follows:

Cash on hand 144 5

Cash at bank 2,419,281 1,222,818

At call deposits with financial institutions - 1,400,000

2,419,425 2,622,823

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2012 2011

$ $

NOTE 11: SHARE CAPITAL

Issued and paid-up capital

18,600,000 (2011: 1,750,000) Ordinary shares 8,571,981 6,117,632

2012 2011

Number $ Number $

(a) Ordinary Shares

Opening balance 1,750,000 6,117,632 700 700

Shares issued:

3 September 2010 - - 700 700

10 September 2010 - - 523,600 -

15 September 2010 - - 525,000 1,400

6 October 2010 - - 8,197 22

6 November 2010 - - 691,803 6,329,997

6 March 2012 15,750,000 - - -

29 June 2012 1,100,000 2,531,233 - -

Transaction costs relating to shares issues - (127,807) - (215,187)

16,850,000 2,403,426 1,749,300 6,116,932

Amounts eliminated against equity onconsolidation

30 June 2012 - (5,427) - -

Contribution on option issuance toemployees - 56,350 - -

- 50,923 - -

At reporting date 18,600,000 8,571,981 1,750,000 6,117,632

A subdivision of Ordinary shares was conducted on the 6th of March 2012 resulting in a 10:1 offer to existingshareholders at that date. The effect was an issuance of an additional 15,750,000 shares for nil contribution.

During June 2012 a capital raising was conducted resulting in issuance of 1,100,000 shares for a contributionof $2,531,233 (less associated costs of $127,807).

Rights of each type of share

Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion tothe number of shares held.

At shareholders meetings each ordinary share is entitle to one vote when a poll is called, otherwise eachshareholder has one vote on a show of hands.

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NOTE 11: SHARE CAPITAL (CONTINUED)

Share options

Options over ordinary shares:

Employee share scheme

IPM Petroleum Ltd continued to offer employee participation in short-term and long-term incentive schemesas part of the remuneration packages for the employees of the companies.

Since the end of the 2010/11 financial year, 175,000 options have been granted under this scheme (inclusiveof 10:1 share subdivision in March 2012).

The share options available to employees are exercisable not before 1 July 2012 and not after 31 July 2013.

The options issued on 2 August 2011 were immediately vesting and convertible at 1 share per 1 option.

The company's valuation has been conducted using the Black-Scholes model and the following equivalentpost 10 for 1 subdivision input values;

- Share price $0.915- Execution price $1.144- Valuation date 2 August 2011- Risk free rate (continuously compounded) 4.18%- Future volatility 75% over life of option- Life of option 1.9 years (assumed held up to 1 month before expiry)- Valuation is $0.322 per option for a total contribution of $56,350

2012 2011

$ $

NOTE 12: RETAINED EARNINGS

Retained earnings at beginning of year (406,169) -

Net loss attributable to period (2,005,724) (406,169)

(2,411,893) (406,169)

NOTE 13: CONTROLLED ENTITIES

Country of incorporation Ownership

2012

%

2011

%

Subsidiaries of IPM Petroleum Ltd:

IPM WA 424P Pty Ltd Australia 100 100

IPM Browse Pty Ltd Australia 100 -

IPM West Pty Ltd Australia 100 -

IPM Exploration Pty Ltd Australia 100 -

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NOTE 13: CONTROLLED ENTITIES (CONTINUED)

(a) Controlled entities acquired

IPM Browse Pty Ltd, IPM West Pty Ltd & IPM Exploration Pty Ltd have been incorporated since 3 October2011.

NOTE 14: RELATED PARTY TRANSACTIONS

(a) Wholly owned group transactions

IPM WA 424P Pty Ltd maintains the costs carried forward in conjunction the exploration and evaluation ofthe area of interest which has been consolidated and disclosed in full in note 6 to these accounts.

An intercompany payable to the same value of the exploration and evaluation asset ($3,682,034.39) is alsoheld by IPM WA 424P Pty ltd which has been eliminated in full on consolidation against the receivable heldin the accounts of the parent entity, IPM Petroleum Ltd.

The operations of IPM Browse Pty Ltd, IPM West Pty ltd & IPM Exploration Pty Ltd are deemed to beimmaterial in the consideration of 4 column financial statements for financial reporting purposes. The equityand/or investment held in these subsidiaries by IPM Petroleum Ltd have been eliminated against equity infull on consolidation.

(b) Transactions with key management personnel of the entity or its parent and their personallyrelated entities

Services provided by Cape Leveque Securities Pty Ltd (related party by common director - Brendan Brown)

Nature of services provided: Accounting / bookkeeping

Value of services provided during the period 1 July 2011 to 30 June 2012: $9,222.50.

NOTE 15: KEY MANAGEMENT PERSONNEL COMPENSATION

Compensation received by directors of IPM Petroleum Ltd

- Salaries and wages 450,000 105,000

450,000 105,000

Compensation received by senior employees of IPM Petroleum Ltd

- Salaries and wages 328,000 30,000

328,000 30,000

778,000 135,000

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2012 2011

$ $

NOTE 16: EQUITY HELD BY DIRECTORS

Paid up value of ordinary shares held by directors

Brendan Brown 287,992 37,982

Shane Tanner 156,232 108,019

Phillip Smith 164,482 37,982

608,706 183,983

NOTE 17: CAPITAL AND LEASING COMMITMENTS

(a) Operating lease commitments

Non-cancellable operating leases contracted for but not capitalised in thefinancial statements:

Payable

- not later than one year 52,000 50,000

- later than one year and not later than five years 54,080 106,080

106,080 156,080

Operating lease of head office - 23 Small Street, Hampton. The lease is fora 3 year period expiring 1 May 2014 at which point IPM Petroleum Ltdhave the option to renew for another 3 years.

(b) Capital expenditure commitments contracted for:

- Exploration and evaluation of mineral resources (WA-424-P)

- between one year and five years 14,000,000 -

14,000,000 -

The commitments pertaining to area of interest WA-424-P relate to the contract entered into with AGRPetroleum Services effective 7 September 2011 for provision of drilling services (contract no.PGAP.PWM.AUS.84.A). The payments outlined above are subject to Section 9(1) of the contract and anyfuture farm out agreements reached between IPM Petroleum Ltd and prospective third parties.

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2012 2011

$ $

NOTE 17: CAPITAL AND LEASING COMMITMENTS (CONTINUED)

(c) Capital expenditure commitments for:

- Exploration and evaluation of mineral resources (WA-471-P) 24,000,000 -

Estimated expenditure

- not later than one year 500,000 -

- later than one year and not later than five years 23,500,000 -

24,000,000 -

The exploration and evaluation of hydrocarbon resources commitments relate to the permit for explorationand evaluation of area of interest WA-471-P and the commitments made by IPM Petroleum Ltd inconjunction with its successful tender. The geotechnical studies for the initial year of permit will be carriedout in 2012/13 and the remainder of the expenditure (seismic exploration well drilling and furthergeotechnical studies) will be assessed for on an annual basis dependent on findings (including Governmentpermit renewal on a year to year basis). This is included as a capital commitment in the interest of fulldisclosure over the life of the project based on initial assessments by IPM Petroleum Ltd.

NOTE 18: EVENTS SUBSEQUENT TO REPORTING DATE

There has been no matter or circumstance, which has arisen since 30 June 2012 that has significantlyaffected or may significantly affect:

(a) the operations, in financial years subsequent to 30 June 2012, of IPM Petroleum Ltd, or(b) the results of those operations, or(c) the state of affairs, in financial years subsequent to 30 June 2012, of IPM Petroleum Ltd.

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IPM PETROLEUM LTD AND CONTROLLED ENTITIES ABN 52 137 387 350

ADDITIONAL INFORMATION

FOR THE YEAR ENDED 30 JUNE 2012

PRIVATE INFORMATION FOR THE DIRECTORS ON THE 2012 FINANCIAL STATEMENTS

2012 2011

$ $

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Other operating income


Total other operating income 64,657 70,282

Contribution margin 64,657 70,282

Less expenses

Administration costs 195,263 1,360

Advertising 170 -

Cleaning 224 164

Computer expenses 30,940 1,516

Consultancy fees 525,156 141,911

Depreciation 28,832 1,580

Directors' emoluments 46,320 30,959

Electricity 1,541 -

Employees' amenities 56,066 -

Entertainment expenses 2,159 1,085

Exploration expenditure (non-capital) 4,125 -

Fees and permits - 1,840

Foreign currency translation losses (2,322) 79,884

Insurance 5,042 1,231

Legal costs 39,954 10,970

Licensing fees - 4,125

Office supplies 2,996 1,504

Operating expenses 1,828 -

Payroll tax 16,274 1,563

Postage 1,396 181

Printing and stationery 8,368 4,684

Professional fees 12,750 -

Rates and taxes 21,997 -

Rent 52,212 6,438

Repairs and maintenance 7,277 5,768

Salaries and wages 796,078 148,467

Security costs 994 200

Staff training and welfare 79,075 16,173

Subscriptions 6,174 3,168

Superannuation 20,684 -

Telephone 8,380 155

Travelling expenses 98,723 11,525

Travelling and entertainment 1,705 -

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IPM PETROLEUM LTD AND CONTROLLED ENTITIES ABN 52 137 387 350

ADDITIONAL INFORMATION

FOR THE YEAR ENDED 30 JUNE 2012

PRIVATE INFORMATION FOR THE DIRECTORS ON THE 2012 FINANCIAL STATEMENTS

2012 2011

$ $

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Total expenses 2,070,381 476,451

Operating loss from continuing activities before tax (2,005,724) (406,169)

Income tax (expense) / benefit - -

Operating loss from continuing activities after tax (2,005,724) (406,169)

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IPB PETROLEUM LIMITED (ASX Code: IPB) Petroleum Limited (“IPB”) (ABN 52 137 387 350), an...

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