BARAKA ENERGY & RESOURCES LTD A.B.N. 80 112 893 491 AND CONTROLLED ENTITIES

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2015

Corporate Directory

Board of Directors Corporate Advisors

Collin Vost Jackson Greeve

Executive Chairman Suite 2 286 Fitzgerald Street

Justin Vost Perth WA 6000

Non-Executive Director

Ray Chang Solicitors

Non-Executive Director Steinepreis Paganin GPO Box 2799

Perth WA 6001

Company Secretary Auditors

Patrick J O'Neill Rothsay Chartered Accountants

Level 1 Lincoln House 4 Ventnor Avenue West Perth WA 6005

Registered Office Share Registry

Shop 12 'South Shore Piazza' Advanced Share Registry

85 South Perth Esplanade 150 Stirling Highway

South Perth WA 6151 Nedlands WA 6009

Contact Details Stock Exchange Listings

Baraka Energy & Resources Ltd Home Exchange: Perth, Western Australia

PO Box 255 Australian Securities Exchange

South Perth WA 6951 ASX Code: Ordinary Shares - BKP Tel: +61 8 6436 2350

Fax: +61 8 9367 2450 Bankers

National Australia Bank Ltd

Email: [email protected] Capital Office

100 St Georges Terrace

Website: www.barakaenergy.com.au Perth WA 6000

INDEX

Contents Page

Corporate Governance Statement 2

Directors' Report 6

Remuneration Report 11

Shareholder Information 14

Interest in Exploration Tenements 16

Statement of Profit or Loss and Other Comprehensive Income 17

Statement of Financial Position 18

Statement of Changes in Equity 19

Statement of Cash Flows 20

Notes to the Financial Statements 21

Directors' Declaration 44

Auditor's Independence Declaration 45

Independent Auditor's Report to the Members 46

Page 1

Introduction

CORPORATE GOVERNANCE STATEMENT

The Board is responsible for the corporate governance of the Company. The major processes by which the Board fulfils those responsibilities are described in this statement.

The Board considers that except to the extent expressly indicated in this statement, those corporate governance practices comply with the ASX Corporate Governance Council's Corporate Governance Principles and Recommendations with 3rd Edition 2014 Amendments. Also, except to the extent expressly indicated in this statement, those practices were followed throughout the year.

A copy of the Corporate Governance Statement, the Audit and Risk Management Committee Charter and the Company's Code of Conduct are available in the corporate governance section of the Company's website at www.barakaenergy.com.au together with other information which the ASX Corporate Governance Council's recommends be made publicly available.

Corporate Governance Council Recommendation 1 Lay Solid Foundations for Management and Oversight

Role of the Board of Directors

The Board has responsibility for protecting the rights and interests of Shareholders and is responsible for the overall direction, monitoring and governance of the Group. Responsibility for managing the business on a day- to-day basis has been delegated to the Managing Director and the management team.

The Board is responsible for the overall corporate governance of the Group and its subsidiaries. Responsibilities and Functions of the Board are set out under the Board Charter and include:

1. setting the strategic direction of the Group, establishing goals to ensure that the strategic objectives are met and monitoring the performance of management against these goals and objectives;

2. ensuring that there are adequate resources available to meet the Group's objectives;

3. appointing the Managing Director, evaluating the performance and determining the remuneration of senior executives, and ensuring that appropriate policies and procedures are in place for recruitment, training, remuneration and succession planning;

4. evaluating the performance of the Board and its Directors on an annual basis;

5. determining remuneration levels of Directors;

6. approving and monitoring financial reporting and capital management;

7. approving and monitoring the progress of business objectives;

8. ensuring that any necessary statutory licences are held and compliance measures are maintained to ensure compliance with the law and licence(s);

9. ensuring that adequate risk management procedures exist and are being used;

10. ensuring that the Group has appropriate corporate governance structures in place, including standards of ethical behaviors and a culture of corporate and social responsibility;

11. ensuring that the Board is and remains appropriately skilled to meet the changing needs of the Group;

12. ensuring procedures are in place for ensuring the Group's compliance with the law; and financial and audit responsibilities, including the appointment of an external auditor and reviewing the financial statements, accounting policies and management processes.

In complying with Recommendation 1.1 of the Corporate Governance Council, the Company has adopted a Board Charter which clarifies the respective roles of the Board and senior management and assists in decision making processes.

Diversity Policy

The Board has adopted a diversity policy that considers the benefits of diversity, ways to promote a culture of diversity, factors to be taken into account in the selection process of candidates for Board and senior management positions in the Company, education programs to develop skills and experience in preparation for Board and senior management positions, processes to include review measurable diversity performance objectives for the Board, Managing Director and senior management.

The diversity policy states that the Company will report, where appropriate, in each annual report, the measurable objectives for achieving gender diversity set by the Board.

The following table provides a break-up of the gender diversity in the organisation.

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