Silver Heritage Group Limited ABN 74 604 188 445

Directors' Report and Interim Financial Statements - 30 June 2016

Silver Heritage Group Limited Contents 30 June 2016

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Directors' report 2Auditor's independence declaration 3 Statement of profit or loss and other comprehensive income 4 Statement of financial position 5 Statement of changes in equity 6 Statement of cash flows 7 Notes to the financial statements 8 Directors' declaration 10 Independent auditor's review report to the members of Silver Heritage Group Limited 11 

Silver Heritage Group Limited Directors' report 30 June 2016

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The Directors present their report, together with the financial statements, on the Company for the period ended 30 June 2016. Directors The following persons were Directors of the Company during the whole of the financial period and up to the date of this report, unless otherwise stated: David John Green Mike Luke Deneuve Bolsover Hugh Holmes Michael Edward Anderson Richard Scott Barker Appointed on 16 July 2016 John Willebrordus Schaap Resigned on 3 June 2016 Elise Eleni Baker Resigned on 16 May 2016 Principal activity During the financial period the Company did not trade. Review of operations The loss for the Company after providing for income tax amounted to US$5,854 (30 June 2015: profit of US$nil). Significant changes in the state of affairs There were no significant changes in the state of affairs of the Company during the financial period. Matters subsequent to the end of the financial period On 25 August 2016, the Company became the holding company of Silver Heritage Limited ('SHL') as part of a group reorganisation. Previously the Company was a wholly owned subsidiary of SHL. On 29 August 2016 the Company completed its Initial Public Offering ('IPO') and was admitted to the Australian Securities Exchange ('ASX') with the ASX code SVH. The listing raised approximately US$19,000,000 in new share capital. The Company also raised US$20,000,000 in interest bearing bonds. Some of the proceeds will be used to repay the existing US$10,000,000 convertible notes of SHL. No other matter or circumstance has arisen since 30 June 2016 that has significantly affected, or may significantly affect the Company's operations, the results of those operations, or the Company's state of affairs in future financial years. Auditor's independence declaration A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 immediately follows this report. This report is made in accordance with a resolution of Directors. On behalf of the Directors

___________________________ Mike Bolsover Chief Executive Officer 31 August 2016 Hong Kong

Level 17, 383 Kent Street Sydney NSW 2000 Correspondence to: Locked Bag Q800 QVB Post Office Sydney NSW 1230 T +61 2 8297 2400 F +61 2 9299 4445 E info.nsw@au.gt.com W www.grantthornton.com.au

Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389 ‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited. Liability limited by a scheme approved under Professional Standards Legislation. Liability is limited in those States where a current scheme applies.

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Auditor’s Independence Declaration To The Directors of Silver Heritage Group Limited In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the review of Silver Heritage Group Limited for the half-year ended 30 June 2016, I declare that, to the best of my knowledge and belief, there have been:

a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the review; and

b no contraventions of any applicable code of professional conduct in relation to the review.

GRANT THORNTON AUDIT PTY LTD Chartered Accountants N J Bradley Partner - Audit & Assurance Sydney, 31 August 2016

Silver Heritage Group Limited Statement of profit or loss and other comprehensive income For the period ended 30 June 2016

Note

1 Jan 2016 to 30 Jun 2016

12 Feb 2015 to 30 Jun

2015 US$ US$

The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes

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Revenue 3 48 - Expenses Legal and professional fees (5,060) - Other expenses (842) - Loss before income tax expense (5,854) - Income tax expense - - Loss after income tax expense for the period attributable to the owners of Silver Heritage Group Limited

(5,854) -

Other comprehensive income for the period, net of tax - - Total comprehensive income for the period attributable to the owners of Silver Heritage Group Limited

(5,854) -

Silver Heritage Group Limited Statement of financial position As at 30 June 2016

Note 30 Jun 2016 31 Dec 2015 US$ US$

The above statement of financial position should be read in conjunction with the accompanying notes 5

Assets Current assets Cash and cash equivalents 5,535 6,102 Total current assets 5,535 6,102 Total assets 5,535 6,102 Liabilities Current liabilities Trade and other payables 4 17,954 12,667 Total current liabilities 17,954 12,667 Total liabilities 17,954 12,667 Net liabilities (12,419) (6,565) Equity Issued capital 1 1 Accumulated losses (12,420) (6,566) Total deficiency in equity (12,419) (6,565)

Silver Heritage Group Limited Statement of changes in equity For the period ended 30 June 2016

The above statement of changes in equity should be read in conjunction with the accompanying notes 6

Issued AccumulatedTotal equity capital losses

US$ US$ US$ Balance at 12 February 2015 - - - Profit after income tax expense for the period - - - Other comprehensive income for the period, net of tax - - - Total comprehensive income for the period - - - Transactions with owners in their capacity as owners: Contributions of equity, net of transaction costs 1 - 1 Balance at 30 June 2015 1 - 1 Total

deficiency in equity

Issued capital

Accumulated losses

US$ US$ US$ Balance at 1 January 2016 1 (6,566) (6,565) Loss after income tax expense for the period - (5,854) (5,854)Other comprehensive income for the period, net of tax - - - Total comprehensive income for the period - (5,854) (5,854) Balance at 30 June 2016 1 (12,420) (12,419)

Silver Heritage Group Limited Statement of cash flows For the period ended 30 June 2016

1 Jan 2016 to 30 Jun 2016

12 Feb 2015 to 30 Jun

2015 US$ US$

The above statement of cash flows should be read in conjunction with the accompanying notes 7

Cash flows from operating activities Payments to suppliers and employees (inclusive of GST) (615) - Interest received 48 - Net cash used in operating activities (567) - Cash flows from investing activities Net cash from investing activities - - Cash flows from financing activities Net cash from financing activities - - Net decrease in cash and cash equivalents (567) - Cash and cash equivalents at the beginning of the financial period 6,102 - Cash and cash equivalents at the end of the financial period 5,535 -

Silver Heritage Group Limited Notes to the financial statements 30 June 2016

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Note 1. General information The financial statements cover Silver Heritage Group Limited as an individual entity. The financial statements are presented in United States dollars, which is Silver Heritage Group Limited's functional and presentation currency. A description of the nature of the Company's operations and its principal activities are included in the Directors' report, which is not part of the financial statements. Silver Heritage Group Limited is an unlisted public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is: Level 12, 225 George Street Sydney, NSW 2000 The financial statements were authorised for issue, in accordance with a resolution of Directors, on 31 August 2016. Note 2. Significant accounting policies These general purpose financial statements for the interim half-year reporting period ended 30 June 2016 have been prepared in accordance with Australian Accounting Standard AASB 134 'Interim Financial Reporting', as appropriate for for-profit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'Interim Financial Reporting'. These general purpose financial statements do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with the annual financial statements for the period ended 31 December 2015. The principal accounting policies adopted are consistent with those of the previous financial period and corresponding interim reporting period, unless otherwise stated. New, revised or amending Accounting Standards and Interpretations adopted The Company has adopted all of the new, revised or amending Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period. The adoption of these Accounting Standards and Interpretations did not have any significant impact on the financial performance or position of the Company during the financial half-year ended 30 June 2016 and are not expected to have any significant impact for the full financial year ending 31 December 2016. Any new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. Going concern The financial statements have been prepared on a going concern basis. Notwithstanding the loss for the period, the accumulated losses and the deficiency in net assets, the Company receives financial support and has received a letter confirming ongoing financial support for at least 12 months from the approval of these financial statements, from Silver Heritage Limited. Furthermore on 29 August 2016, the Company raised approximately US$19,000,000 in an initial public offering. Refer to note 7 for details. Note 3. Revenue

1 Jan 2016 to 30 Jun 2016

12 Feb 2015 to 30 Jun

2015 US$ US$ Interest 48 -

Silver Heritage Group Limited Notes to the financial statements 30 June 2016

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Note 4. Current liabilities - trade and other payables 30 Jun 2016 31 Dec 2015 US$ US$ Loan from parent entity 7,623 7,624 Other payables and accruals 10,331 5,043 17,954 12,667 Note 5. Equity - dividends There were no dividends paid, recommended or declared during the current or previous financial period. Note 6. Contingent liabilities and commitments As at 30 June 2016 (2015: 31 December 2015) there were no contingent liabilities or commitments. Note 7. Events after the reporting period On 25 August 2016, the Company became the holding company of Silver Heritage Limited ('SHL') as part of a group reorganisation. Previously the Company was a wholly owned subsidiary of SHL. On 29 August 2016 the Company completed its Initial Public Offering ('IPO') and was admitted to the Australian Securities Exchange ('ASX') with the ASX code SVH. The listing raised approximately US$19,000,000 in new share capital. The Company also raised US$20,000,000 in interest bearing bonds. Some of the proceeds will be used to repay the existing US$10,000,000 convertible notes of SHL. No other matter or circumstance has arisen since 30 June 2016 that has significantly affected, or may significantly affect the Company's operations, the results of those operations, or the Company's state of affairs in future financial years.

Silver Heritage Group Limited Directors' declaration 30 June 2016

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In the Directors' opinion: ● the attached financial statements and notes comply with Australian Accounting Standard AASB 134 'Interim Financial

Reporting' and other mandatory professional reporting requirements; ● the attached financial statements and notes give a true and fair view of the Company's financial position as at 30 June

2016 and of its performance for the financial period ended on that date; and ● there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due

and payable. Signed in accordance with a resolution of Directors. On behalf of the Directors

___________________________ Mike Bolsover Chief Executive Officer 31 August 2016 Hong Kong

Level 17, 383 Kent Street Sydney NSW 2000 Correspondence to: Locked Bag Q800 QVB Post Office Sydney NSW 1230 T +61 2 8297 2400 F +61 2 9299 4445 E info.nsw@au.gt.com W www.grantthornton.com.au

Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389 ‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited. Liability limited by a scheme approved under Professional Standards Legislation. Liability is limited in those States where a current scheme applies.

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Independent Auditor’s Review Report

To the Members of Silver Heritage Group Limited We have reviewed the accompanying half-year financial report of Silver Heritage Group Limited (“Company”), which comprises the statement of financial position as at 30 June 2016, and the statement of profit or loss and other comprehensive income, statement of changes in equity and statement of cash flows for the half-year ended on that date, notes comprising a statement or description of accounting policies, other explanatory information and the directors’ declaration of the consolidated entity, comprising both the Company and the entities it controlled at the half-year’s end or from time to time during the half-year.

Directors’ responsibility for the half-year financial report

The directors of Silver Heritage Group Limited are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such controls as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error.

Auditor’s responsibility

Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with the Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the Silver Heritage Group Limited financial position as at 30 June 2016 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of

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Silver Heritage Group Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Independence

In conducting our review, we complied with the independence requirements of the Corporations Act 2001.

Conclusion

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Silver Heritage Group Limited is not in accordance with the Corporations Act 2001, including:

a giving a true and fair view of the consolidated entity’s financial position as at 30 June 2016 and of its performance for the half-year ended on that date; and

b complying with Accounting Standard AASB 134 Interim Financial Reporting and Corporations Regulations 2001.

GRANT THORNTON AUDIT PTY LTD Chartered Accountants

N J Bradley Partner - Audit & Assurance Sydney, 31 August 2016