BROADENING OUR HORIZONS - Arrium

Directors’ ReportShares and optionsDuring, or since the end of the financialyear, there were no options grantedover unissued shares. There were 14,579ordinary shares and nil options that vestedunder the terms of the Long-Term IncentivePlan during the year.During, or since the end of the financialyear, the Company has issued 160,000ordinary shares as a result of the exerciseof options. Details relating to the exerciseof these options are included in Note 29 ofthe Financial Report. There are no amountsunpaid on the shares issued.At the date of this report there are noexercisable options over ordinary shares ofthe Company.Directors’ interestsNo Director, either directly or indirectly,exercised an option over ordinary sharesor was granted ordinary shares during thefinancial year other than G J Plummerwho was granted 871,322 ordinary sharesunder the OneSteel Long-Term IncentiveShare Plan. These shares will vest between1 July 2013 and 1 July 2015 subjectto performance hurdles. No ordinaryshares vested to G J Plummer during thefinancial year.The relevant interest of each Director inshares, options or other instruments of theCompany and related bodies corporate areset out in Note 30 of the Financial Report.Matters subsequent to the endof the financial yearOn 11 July 2011, OneSteel announced therefinancing of its $1.1 billion AUD syndicatedloan due to expire in August 2012 with alonger term $1.25 billion AUD multicurrencysyndicated loan facility with three to fiveyearmaturities.There have been no other circumstancesarising since 30 June 2011 that havesignificantly affected or may significantlyaffect:(a) the operations(b) the results of those operations or(c) the state of affairs of the OneSteelGroup in future financial years.Future developmentsCertain likely developments in theoperations of the OneSteel Group known atthe date of this report have been coveredgenerally within the Annual Report.Interests of Non-ExecutiveDirectors in contracts or proposedcontracts with the CompanyDirectors of OneSteel Limited havedeclared their interests in contracts orproposed contracts that may result fromtheir directorships of other corporations, aslisted in their personal profiles set out onpages 42 and 43 of the Annual Report.Members of the OneSteel Group hadconducted normal business transactionswith Directors (or director-related entities)of the parent entity and its controlledentities during the year.Loans to Directors and executivesThere were no loans made to or areoutstanding with Directors or executives.Indemnification and insuranceof officersThe Group has agreements with each of theNon-Executive Directors of the Companyin office at the date of this report, andcertain former Non-Executive Directors,indemnifying them against liabilities toany person other than the Company or arelated body corporate that may arise fromthem acting as officers of the Company,notwithstanding that they may have ceasedto hold office, except where the liabilityarises out of conduct involving a lack ofgood faith.The Directors have not included details ofthe nature of the liabilities covered or theamount of the premium paid in respectof the Directors’ and officers’ liability andlegal expenses insurance contracts, as suchdisclosure is prohibited under the terms ofthe contract.Non-audit servicesDuring the year, OneSteel Group’s externalauditor, KPMG, provided non-audit servicesto OneSteel Group entities.Details of the amounts paid or payable tothe auditor, KPMG, for the provision of nonauditservices during the financial year areset out in Note 31 to the Financial Report.The Directors are satisfied that theprovision of the non-audit services duringthe financial year is compatible with thegeneral standard of independence forauditors imposed by the Corporations Act2001. Also following review by OneSteel’sAudit & Compliance Committee, theDirectors are satisfied that the nature andscope of each type of non-audit serviceprovided means that auditor independencewas not compromised.Rounding of amountsThe Company is of the kind referred to inASIC Class Order 98/0100. In accordancewith that Class Order, amounts containedin this report and in the Financial Reporthave been rounded off to the nearest onehundred thousand dollars or, where theamount is $50,000 or less, zero, unlessspecifically stated to be otherwise.49Lead auditor’s independence declarationunder section 307C of the Corporations Act 2001To the Directors of OneSteel LimitedI declare that, to the best of my knowledge and belief, in relation to the audit for the financial year ended 30 June 2011 there have been:(a) No contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and(b) No contraventions of any applicable code of professional conduct in relation to the audit.KPMGDavid RogersPartnerSydney16 August 2011